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> WESCO International, Inc. 1999 Annual Review
WESCO International, Inc. (NYSE: WCC) is        centers, and employs 5,800 people. Its diverse customer base
a leading distributor of electrical products,   includes a broad range of industrial companies; contractors for
other maintenance, repair and operating         industrial, commercial and residential projects; utilities; and
(MRO) supplies and procurement outsourcing      commercial, institutional and governmental customers. WESCO
services. Headquartered in Pittsburgh,          markets over 200,000 products to more than 100,000 customers
Pennsylvania, WESCO operates over 340           throughout the world with a strong emphasis in North America.
full-service branches and five distribution     Net sales were $3.4 billion in 1999.
> financial highlights
                                                                                                                      1999                  1998                    1997
(In millions)
Net sales                                                                                                                               $3,025.4                 $2,594.8
                                                                                                                   $3,420.1
Gross profit                                                                                                                               537.7                    463.9
                                                                                                                      612.9
                                                                                                                                           107.82
Income from operations                                                                                                                                               80.1
                                                                                                                      125.0
Interest & other expenses                                                                                                                   55.2                     20.1
                                                                                                                       66.5
                                                                                                                                            52.62
Income before income taxes and extraordinary item                                                                                                                    60.0
                                                                                                                        58.5
EBITDA1                                                                                                                                    122.6                     91.4
                                                                                                                      145.3
Working capital                                                                                                                            115.6                    336.3
                                                                                                                      199.0
Long-term debt (including current portion)                                                                                                 595.8                    295.2
                                                                                                                      426.4
Stockholders’ equity                                                                                                                      (142.6)                   184.5
                                                                                                                       117.3
1 Income from operations plus depreciation, amortization and recapitalization costs
2 Excludes recapitalization costs of $51.8 million


Copies of Forms 10-K and 10-Q may be requested through our web site (www.wescodist.com) or by contacting Investor Relations.


                                                                                                                                               WESCO International, Inc.
 1




     99                                                                                                                        99                                    15.1%
                                                                                      99
                                                              $3,420                                                    $145



     98                                                                                                                        98
                                                              $3,025                  98                                $123                                          14.7%



     97                                                                                                                        97
                                                              $2,595                                                                                                 10.7%
                                                                                      97                                $91



     96                                                                                                                                                              10.8%
                                                                                                                               96
                                                                                      96
                                                              $2,275                                                    $79



                                                              $1,857
     95                                                                                                                        95
                                                                                                                        $63                                           11.9%
                                                                                      95


                                                                                           EBITDA1 (In millions)
          NET SALES (In millions)                                                                                                   RETURN ON INVESTED CAPITAL
>dear shareholder
                                                   It is a great pleasure to provide WESCO’s first publicly issued Annual Review. This 1999 report covers a period
                                                   of major accomplishments, increasing momentum and unparalleled corporate interest by our customers in
                                                   procurement, distribution and logistics.

Watershed Year for WESCO International, Inc.
WESCO continued a six-year string of record annual sales and operating earnings that dates back to our separation, via a leveraged buyout,
from Westinghouse Electric Corporation in 1994. Sales growth of 13% and continued productivity gains led to an operating earnings increase
of 16%. The compounded annual growth rates for sales and EBITDA for the past five years were 16% and 37%, respectively.

Early in 1999 we were added to the annual list of Fortune 500 companies, entering the list at 485 with a profitability ranking of 432. In May,
WESCO completed its initial public offering and began trading on the New York Stock Exchange under the symbol “WCC.” The initial offering
strengthened our financial position, increased awareness and visibility of our company and assured financing capacity for continued growth
and expansion.


                        2



                            Financial Results
                            Net sales for 1999 reached $3.4 billion, an increase over 1998 of $395 million or 13%. To put this into perspective, if a separate company
                            generated $400 million in total sales, it would rank among the 15 largest electrical wholesale distributors in the United States. EBITDA
                            increased to $145.3 million, up 18.5% or $22.7 million from the prior year. Net income, excluding the effects of a $10.5 million extraordi-
                            nary charge associated with our refinancing, was $35.1 million and diluted earnings per share was $0.75. Return on invested capital was
                            15.1% and return on equity was 21%.

                            WESCO’s management and Board of Directors are confident in the value of our franchise and prospects for continued profitable growth.
                            In late 1999, the Board authorized a $25 million share repurchase program. Through the end of February 2000, approximately two million
                            shares had been acquired under this program. We believe that this program will create value for all of our shareholders.

                                                   Operating Strategy
                                                   WESCO has an extensive distribution infrastructure and an ability to deliver industrial,
                                                   contractor and commercial project materials and supplies to virtually any local market
                                                   in North America. Our large, technically oriented sales and service organization is
                                                   deployed in local markets to provide dedicated personal attention and immediate
                                                   response to customers’ product information, re-supply or special procurement needs.

                                                   We’ve developed a service approach that combines detailed customer familiarity and
                                                   high touch local attention with special information systems support and high levels of
                                                   coordination for companies with multiple divisions or multiple locations. This effective
                                                   combination of local and national support is a defining characteristic of our operating
                                                   strategy, and a powerful differentiator between WESCO and other distributors. We initially
                                                   applied this targeted national accounts marketing program to large, heavy industry manu-
                                                   facturing firms. Over the last several years, we have been able to successfully apply similar
                                                   marketing and sales support programs to other industries including utilities, financial
                                                   institutions and telecommunications firms.
Growth Opportunities
                                                 WESCO’s growth model consists of internally developed sales opportunities and growth through acquisition.
                                                 Our sales organization is effective and highly productive, generating sales per employee 50% higher than the
                                                 industry average. During 1999 we continued to push for higher productivity by investing in sales force and sales
                                                 management training, and development of information systems tools that help target sales opportunities. We
                                                 also continued the development of process methodologies that support and speed customer implementation
                                                 and roll-out schedules for multi-site national accounts and integrated supply programs.

                      Throughout 1999 we added National Accounts sales personnel to
                      cover new market segments including multi-site retailers, financial
                      institutions, energy service companies and governmental agencies.
                      This year we are continuing this sales force expansion to give
                      increased coverage to the telecommunications industry and
                      national electrical contracting firms.

                      Integrated Supply programs represent a high growth market for
                      WESCO. In an integrated supply arrangement, WESCO assumes
                      operational responsibility for electrical supplies and virtually all
                      other categories of maintenance and operating supplies and
                      services. We expect continued growth in this important service
                      category as companies of all types are showing interest in improved
                      procurement processes as a major cost savings opportunity.


                                             3



The rapid development of e-commerce has raised the interest level in procurement and logistics to an all-time high. We’ve launched and
staffed a new organizational unit to support e-commerce programs with existing customers and develop new markets through alliances
and technology partnerships with leading trade exchanges and e-portals. The foundation for these new e-commerce partnerships consists
of an expanded electronic catalog, Internet-based purchasing applications and fully integrated linkages to our order management and
fulfillment capabilities.

                      Acquisition Growth
                      The continued expansion of our business base and geographical coverage through carefully targeted acquisitions
                      remains a top priority. In 1999, WESCO completed the acquisition of four regional distributors in the northeast
                      and southern United States. These additions to our distribution network enhanced our position in serving key
                      construction, industrial MRO and industrial OEM markets with electrical and automation products. Early in 2000,
                      we further strengthened our factory automation and control capabilities through the acquisition of Control
                      Corporation of America (CCA), a Virginia-based provider of engineered solutions for industrial automation systems.

                                                 Moving Forward
                                                 We will continue to invest in strategic growth initiatives, enhancement of our Integrated Supply platform, ongoing
                                                 expansion of our National Accounts Marketing programs, advanced technologies to improve our services and
                                                 ongoing acquisition and consolidation efforts.

                                                 With the support of our Board and shareholders, and the dedicated efforts of our employees, we look forward
                                                 to a future of continued growth and profitability.




                                                 Roy W. Haley
                                                 Chairman and Chief Executive Officer

                                                 March 20, 2000
WESCO is a sales and service company, and meeting customer needs is our
                                primary focus. Our business processes begin with an ongoing effort to understand
                                and anticipate customer requirements for products, services and internal systems
                                coordination. Customer needs determine what products we source, what services
                                we provide and the pace of geographic expansion into new sales and service
> customer focus                locations.

         WESCO’s extra effort attitude has earned national recognition within the distribution industry, and
         delivered proven results to the marketplace. Because of our “insights on evolving customer needs, and
         the changes distributors and their vendors must make to satisfy those needs”, WESCO was recognized
         by Electrical Wholesaling (May 1999) as one of the 10 most influential forces affecting the electrical
         wholesaling and distribution industry in the 90s.

         WESCO serves a diversified customer base
         of more than 100,000 businesses of all
         sizes, providing a broad range of electrical
         products, other maintenance, repair and
         operating (MRO) supplies and related
         value-added services. Major markets
         include commercial and industrial firms,
         contractors, governmental agencies, insti-
         tutions, telecommunications businesses
         and utilities.

                                                        4



                                                            As these customers reengineer, consolidate and automate their procurement and
                                                            supply-chain business functions, we continually enhance our service capabilities to
                                                            meet increasingly rigorous requirements for improved efficiencies and cost reductions.

                                                            WESCO is particularly skilled at serving large, sophisticated, multi-location customers
                                                            through an effective coordination of local and national process improvement initiatives.
                                                            We have a proven track record in implementing total cost reduction programs with
                                                            documented bottom-line savings for customers in a wide range of industries.

                                                                                           Because of WESCO’s work with leading industrial firms
                                                                                           and large contractors, we have been selected for a variety
                                                                                           of e-commerce pilot programs and beta testing processes
                                                                                           for advanced Internet-based procurement technologies.
                                                                                           We regularly use opportunities such as these as a catalyst
                                                                                           for improved services or increased productivity that can
                                                                                           benefit all of our customers.
WESCO markets more than 200,000 high-quality products including electrical and data communications
                      products, industrial automation equipment, spare parts and production support materials from over
                      20,000 sources worldwide. The product roster is growing daily, and WESCO is working hard to be a key
                      source of product information for selection alternatives, safety features, new applications and product
                      life cycle innovations. By using on-site trade shows, in-plant product reviews, product demonstrations
                      and sample use programs, WESCO is a single source of current product information for our customers.
                      We also provide complete support for virtually all product segments, including customized delivery,
                      technical assistance, application development and training.

                      Our ongoing supply relationships with leading manufacturers,
                      producers and service providers ensure an enormous range of
                      available products, and, if WESCO doesn’t stock a particular item,
                                                                                                     > quality products
                      it can readily be located, sourced and delivered . . . around the block,
                      or around the world.

                                                                                                 5



To better serve global customers and to support our strategy of growing with our customers
in multiple markets, WESCO launched a new business unit in 1999 primarily geared toward
serving the energy industry. With procurement centers in Aberdeen, Houston and Singapore,
WESCO now offers worldwide 24-hour customer support, efficient multi-national service
and a broad product line including such items as safety equipment, pressure gauges,
welding and cutting tools and thermal clothing. In 1999, WESCO served customer sites
in more than 30 countries.

                                                 Continuous expansion of our product line,
                                                 well beyond the traditional base of electric
                                                 supplies, is a key strategy in providing cus-
                                                 tomer access to products and information
                                                 that can improve operations and reduce operating costs. As an example of that strategy, WESCO has formed
                                                 a unique “partnership” with 3M Corporation to dramatically expand our product offering and make innovative
                                                 products and the latest technology readily available to our customers. This powerful combination of innovative
                                                 3M products—including abrasives, adhesives, safety equipment, communications and packaging supplies—
                                                 and WESCO’s continuing focus on customer needs and product applications creates new opportunities in value
                                                 engineering and process improvement for all WESCO customers.
Responsible, dependable service is an integral part of maintaining and building our
          customer base at WESCO. Dedicated staffing and personal attention to customer
          requirements provides strong support for schedule compliance, productivity and cost
          reduction goals. This long-standing commitment to service excellence encompasses
          much more than a wealth of product information and timely product delivery. It also
          means that we can enhance the procurement process for our customers through
          integrated supply systems, e-commerce and creative, cost-effective sourcing solutions
          any hour, every day.

                                      For WESCO’s 5,800 employees, that commitment means an “extra effort” for every customer and every order.
                                      And nowhere is that effort better illustrated than in a crisis situation. Because many of our customers operate
                                      around-the-clock, operational disruptions, even small ones, can be disastrous. But in any emergency, WESCO
>exceptional service                  is there to ensure rapid deployment of equipment, parts and technical services.

                                                                                                     6



                                      When Chevron’s refinery in Pascagoula, Mississippi was severely damaged by
                                      Hurricane Georges, WESCO was one of the first suppliers invited into the plant to
                                      assist with needs assessment. The 17-hour storm disabled or put out of service
                                      approximately 8,000 pieces of instrumentation, equipment and machinery.
                                      WESCO responded immediately with temporary power and lighting, cleaning
                                      supplies and testing equipment, and then committed additional resources to
                                      help in the full restoration, matching Chevron’s 14-hours-a-day, seven-days-a-
                                      week recovery work schedule.

          When severe storms cut through the East Coast service areas of the PECO and GPU
          energy companies leaving more than 400,000 customers without power, WESCO again
          demonstrated its emergency response capabilities, expediting delivery of materials
          and services so that power could be quickly restored. And when a West Coast refinery
          fire caused millions of dollars of damage, the 24-hour-a-day availability and solutions-
          focused product sourcing of WESCO’s local branch and our ability to mobilize our
          manufacturing partners were instrumental in bringing the refinery back on line.

          This quick response, “always-on-call” attitude permeates the company’s entire branch
          network, and solidifies our reputation as “the extra effort people.”
Customer focus, exceptional service, quality products and effective
                                              technology are critical success factors, but only part of the customer-
                                              satisfaction equation. The job isn’t finished until the right products are
                                              delivered to the right place at the right time. And when those products
                                              support industrial processes or construction-related projects, on-time
                                              delivery becomes the critical factor. A lower cost means little if facilities
>superior logistics                           are idled or personnel lack materials to do their job. Motivated people . . .
                                              superior logistics . . . broad inventory stocking . . . superb sourcing . . .
                                                                                   This is how WESCO delivers results.

                                                                                 WESCO operates five fully automated distribution centers in
                                                                                 North America and a network of more than 340 full-service
                                                                                 branch locations, providing same-day or next-day delivery of
                                                                                 supplies, spare parts and critical project materials. Local,
                                                                                 time-sensitive deliveries are routinely made to plants and
                                                                                 construction sites in line with customer specifications and
                                                                                 just-in-time requirements. And, in some cases, storeroom
                                                                                 inventories are maintained or supply trailers are moved
                                                                                 on-site to ensure immediate product availability.

                                                                                                                          7



             In 1999, the company’s geographical coverage was significantly enhanced by four acquisitions: Coghlin
             Electric, serving New England; Industrial Electric Supply, operating in Alabama and Georgia; Liberty
             Electric Supply in New York City; and Whitehill Lighting and Supplies in central Pennsylvania. These new
             additions have enhanced the company’s presence in growth markets, expanded our business base and
             strengthened service and delivery capabilities. We also extended our reach into international markets by
             adding full-service branch operations or special purpose sourcing and procurement offices in Scotland,
             the Balkans, Mexico, Singapore and Toyko.

                                              Disciplined, precise order fulfillment and continuous performance improvement are top priorities
                                              at WESCO. Operating standards are continuously evaluated, and an unrelenting commitment to
                                              quality is reflected by successful ISO certification. In 1999, another 13 separate ISO 9002 quality
                                              certificates were awarded to the company’s branch operations and distribution centers, and
                                              since 1996, more than 100 branches have become separately ISO registered, certified and
                                              continuously audited.

                                                                                 On-time delivery demands on-hand inventories, a company-
                                                                                 wide dedication to service and logistical excellence and a
                                                                                 knack for problem solving and quick action. Getting renovation
                                                                                 materials to the top of a skyscraper, power cabling to a remote
                                                                                 mining site or critical components to a multi-workstation
                                                                                 assembly line clearly demands “extra effort.” But that kind
                                                                                 of performance is “business as usual” at WESCO.
WESCO has been in business as a wholesale electrical distributor for more than 75 years. WESCO is a key link in the
                                               supply chain that gets products from manufacturers to contractors, maintenance personnel and installers. The Company:
                                                   Develops continuous supply links with numerous manufacturers and service providers
                                               ■


                                                   Stocks products locally for quick access to a wide range of equipment, supplies and operational support materials
                                               ■


                                                   Maintains trained sales and purchasing staff for professional product information, technical expertise and
                                               ■


                                                   product evaluation
                                                   Makes timely deliveries to plant sites and job locations
                                               ■


                                                   Coordinates schedules and tracks progress for customer engineered product applications or special purchases
                                               ■


                                                   of maintenance or repair parts

                                                                            Products
                       Sales
                                                                            WESCO markets more than 200,000 high-quality products through its standard product
                       In 1999, WESCO’s 5,800 employees were
                                                                            offering, and many more are available through specialized sourcing capabilities. Some of
                       responsible for generating and supporting
                                                                            the most common products include:
                       annual product sales of approximately
                       $3.4 billion. Products sold included more                Equipment to control and monitor electrical power for industrial, commercial,
                                                                            ■

                       than 100,000 of those most commonly                      utility and residential locations
                       recognized and used in industrial and                    Control and automation equipment used to monitor production and enhance
                                                                            ■

                       construction applications.                               productivity for discrete and process manufacturing firms
                                                                                Wiring systems for all ranges of power and all types of connections
                                                                            ■


                                                                                Lighting products and energy control solutions that enhance productivity, cost
                                                                            ■


                                                                                effectiveness and environmental compliance
                                                                                Data communications products and systems used for wiring networks that provide
                                                                            ■




> WESCO at-a-glance                                                             voice, data and video connectivity
                                                                                General contractor and industrial tools, supplies and operational support materials
                                                                            ■




                                                                                                                                                                        8



                                                   Markets
                                                   WESCO serves a wide range of markets, including:
                                                       Industrial processors and manufacturers of all types of products and equipment
                                                   ■


                                                       Industrial, commercial and residential contractors
                                                   ■


                                                       Investor-owned utilities, municipal power authorities and rural electric cooperatives
                                                   ■


                                                       Data communication and premise wiring contractors, installers and systems integrators
                                                   ■


                                                       Commercial, institutional and governmental entities including multi-site retailers,
                                                   ■


                                                       financial institutions, schools and universities
Services
National Accounts Program. Dedicated to more than a dozen major industry segments, WESCO’s National Accounts team meets the complex service requirements
of multi-location customers, providing maximum efficiency and documented cost savings.
Integrated Supply. Focused on total procurement cost reduction and improved asset management, WESCO’s Integrated Supply programs provide a range of
outsourced procurement and materials management functions to better manage all indirect procurement, MRO supplies and related service requirements.
Major Projects. Through specialized product expertise, value-engineering skills and reliable materials management services, WESCO supports large, complex
construction projects — such as airports, industrial plant sites, correctional facilities and hospitals — for regional, national and international engineering and
construction firms.
E-commerce. WESCO uses advanced information technology — including online catalogs, electronic data entry and the Internet — to provide customer connectivity,
reduce costs and increase efficiencies in the procurement process. The Company’s e-commerce business unit is focused on the rapid e-enablement of existing
customers, and the development of new market segments through strategic relationships in the emerging B2B e-channel.


                                                                            Distribution
                                                                            Branch Network. Over 340 branch locations in North America, including branches in selected
                                                                            international markets, provide a local presence for area customers and support a global
                                                                            network serving larger multi-location businesses and multi-national corporations.
                                                                            Distribution Centers. Five strategically located, fully automated distribution centers support
                                                                            the branch network with a comprehensive inventory of more than 50,000 regularly stocked
                                                                            items, online ordering capabilities, centralized order processing and same-day shipment.
10k
       WESCO International, Inc.
1999
WESCO_1999AR
UNITED STATES
                                                               SECURITIES AND EXCHANGE COMMISSION
                                                                      WASHINGTON, D.C. 20549


                                                                            FORM 10-K

                                                                               (Mark One)
                                    [ X ] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
                                                             For the fiscal year ended December 31, 1999

                                                                                   or

                                [   ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
                                                           For the transition period from         to

                                                                  Commission file number 001-14989


                                                               WESCO INTERNATIONAL, INC.
                                                          (Exact name of registrant as specified in its charter)

                                         Delaware                                                                25-1723342
              (State or other jurisdiction of incorporation or organization)                         (I.R.S. Employer Identification No.)

                                       Commerce Court                                                                 15219
                                                                                                                   (Zip Code)
                               Four Station Square, Suite 700
                                  Pittsburgh, Pennsylvania
                            (Address of principal executive offices)

                                                                             (412) 454-2200
                                                         (Registrant’s telephone number, including area code)

                                                   SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
                                      Title of Class                                              Name of Exchange on which registered
                           Common Stock, par value $.01 per share                                      New York Stock Exchange

                                                   SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:
                                                                             None

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934
during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing
requirements for at least the past 90 days. Yes [ X ] No [ ]

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained,
to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [ X ]

As of February 22, 2000, 41,366,440 shares of Common Stock, par value $.01 per share (“Common Stock”) and 4,653,131 shares of Class B Common
Stock, par value $.01 per share (“Class B Common Stock”) of the registrant were outstanding. The registrant estimates that as of February 22, 2000, the
aggregate market value of the voting shares held by non-affiliates of the registrant was approximately $152.1 million based on the closing price on the
New York Stock Exchange for such stock.

DOCUMENTS INCORPORATED BY REFERENCE:
Portions of the Proxy Statement for the registrant’s 2000 Annual Meeting of Stockholders are incorporated by reference into Part III of this Form 10-K.




WESCO International, Inc. 1999 Form 10-K                                                                                                                     9
WESCO INTERNATIONAL, INC. AND SUBSIDIARIES
TABLE OF CONTENTS
December 31, 1999



PART I
Item 1.    Business                                                                                                                      3

Item 2.    Properties                                                                                                                   8

Item 3.    Legal Proceedings                                                                                                            8

Item 4.    Submission of Matters to a Vote of Security Holders                                                                          8

           Executive Officers                                                                                                           9


PART II
Item 5.    Market for Registrant’s Common Stock and Related Stockholder Matters                                                        10

Item 6.    Selected Financial Data                                                                                                     11

Item 7.    Management’s Discussion and Analysis of Financial Condition and Results of Operations                                       12

Item 7A. Quantitative and Qualitative Disclosures About Market Risks                                                                   16

Item 8.    Financial Statements and Supplementary Data                                                                                 16

Item 9.    Changes in and Disagreements with Accountants on Accounting and Financial Disclosures                                       16


PART III
Item 10. Directors and Executive Officers of the Registrant                                                                            17

Item 11. Executive Compensation                                                                                                        17

Item 12. Security Ownership of Certain Beneficial Owners and Management                                                                17

Item 13. Certain Relationships and Related Transactions                                                                                17


PART IV
Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K                                                               18

           Signatures                                                                                                                  20

           Index to Consolidated Financial Statements                                                                                  21




                                                                                                   WESCO International, Inc. 1999 Form 10-K
10
> PART I

ITEM 1. BUSINESS                                                                  Integrated Supply
                                                                                  Demand for Integrated Supply services is growing rapidly, as more
In this Annual Report on Form 10-K, “WESCO” refers to WESCO International,
                                                                                  companies realize they can lower costs by outsourcing their MRO procure-
Inc., and its subsidiaries and its predecessors unless the context otherwise
                                                                                  ment and related services. Since the customer’s costs of procuring high
requires. References to “we,” “us,” “our” and the “Company” refer to
                                                                                  volumes of low dollar value MRO supplies can be over 50% of the cost of
WESCO and its subsidiaries. Our subsidiaries include WESCO Distribution,
                                                                                  the products, such improvements can be significant. The total market for
Inc. (“WESCO Distribution”) and WESCO Distribution—Canada, Inc.
                                                                                  MRO industrial supplies is approximately $250 billion. Within that market,
(“WESCO Canada”), both of which are wholly-owned by WESCO.
                                                                                  Integrated Supply is projected to grow from approximately $5 billion in
                                                                                  sales from 1997 to $11 billion in 2000, or 30% per year.
Overview
With sales of over $3.4 billion in 1999, we are a leading provider of             Our Business Strategy
electrical products and other industrial MRO supplies and services in
                                                                                  Our objective is to be the leading provider of electrical products and other
North America. We are the second largest distributor in the $78 billion
                                                                                  MRO supplies and services to companies in North America and selected
U.S. electrical distribution industry, which has grown at a compounded
                                                                                  international markets. In achieving this leadership position, our goal
annual rate of 7% over the last 15 years. We are also a provider of
                                                                                  is to grow earnings at a faster rate than sales by focusing on continuous
Integrated Supply services. Our Integrated Supply solutions and out-
                                                                                  productivity improvement. Our growth strategy leverages our existing
sourcing services fulfill all of a customer’s industrial MRO procurement
                                                                                  strengths and focuses on developing new initiatives and programs.
needs through a highly automated, proprietary electronic procurement and
inventory replenishment system. Demand for Integrated Supply services             Enhance Our Leadership Position in Electrical Distribution. We
has increased approximately 90% annually since 1994, and the total U.S.           intend to leverage our extensive market presence and brand equity in the
market potential, measured as all purchases of industrial MRO supplies            WESCO name to further our leadership position in electrical distribution.
and services, is estimated to be $250 billion.                                    We are the second largest electrical distributor in the U.S. and, through
                                                                                  our value-added products and services, we believe we have become the
We have over 340 branches and five distribution centers strategically
                                                                                  industry leader in serving several important and growing markets including:
located in 48 states, nine Canadian provinces, Puerto Rico, Mexico, Guam,
the United Kingdom, the Balkans and Singapore. We serve over 130,000                  industrial customers with large, complex plant maintenance operations,
                                                                                  ■

customers worldwide, offering over 1,000,000 products from over 23,000                some of which require a national multi-site service solution for their
suppliers. Our diverse customer base includes a wide variety of industrial            electrical distribution product needs;
companies; contractors for industrial, commercial and residential                     large contractors for major industrial and commercial construction
                                                                                  ■

projects; utility companies; and commercial, institutional and govern-                projects;
mental customers.
                                                                                      the electric utility industry; and
                                                                                  ■


We have acquired 21 companies since August 1995, representing annual                  manufacturers of factory-built homes, recreational vehicles and other
                                                                                  ■

sales of approximately $1.2 billion. Combining strong internal growth with            modular structures.
acquisitions, our net sales and earnings before interest, taxes, deprecia-
                                                                                  Grow National Programs. Since 1994, revenue from our National
tion and amortization (“EBITDA”) (as defined in Item 6 “Selected Financial
                                                                                  Accounts program has increased in excess of 15% annually. We will
Data”) have increased at a compounded annual growth rate of approxi-
                                                                                  continue to invest in the expansion of this program. Through our National
mately 16% and 37%, respectively, since 1994.
                                                                                  Accounts program, we coordinate electrical MRO procurement and pur-
                                                                                  chasing activities primarily for large industrial and commercial companies
Industry Overview
                                                                                  across multiple locations. We have well established relationships with
Electrical Distribution                                                           over 300 companies, providing us with a recurring base of revenue
With 1999 net sales estimated at $78 billion, the U.S. industry is large and      through multi-year agreements. Our objective is to continue to increase
growing. The industry is also stable with compounded annual growth of             revenue generated through our National Accounts program by:
7% since 1982, and it is projected to grow another 7% in 2000. The U.S.
                                                                                      increasing sales to existing National Account customers through new
                                                                                  ■
electrical distribution industry is also highly fragmented. In 1998, the latest
                                                                                      products, more services and additional locations;
year for which data is available, the four national distributors, including
                                                                                      extending established National Account relationships to include
                                                                                  ■
WESCO, accounted for less than 16% of estimated total industry sales.
                                                                                      Integrated Supply;
                                                                                      expanding our customer base by leveraging our existing expertise and
                                                                                  ■


                                                                                      presence within the automotive, petrochemical, pulp and paper and
                                                                                      metals and mining industries; and
                                                                                      entering new industries such as multi-site retail, financial, commercial
                                                                                  ■


                                                                                      and telecommunications.


WESCO International, Inc. 1999 Form 10-K                                                                                                                      11
In addition, through our Major Projects Group, we are increasing our focus       Actively Pursue Strategic Acquisitions. We have completed 21 acquisi-
on large projects such as industrial sites, water treatment plants, airport      tions since August 1995, which represent annual sales of over $1.2 billion.
expansions, healthcare facilities, correctional institutions and new sports      We believe that the highly fragmented nature of the electrical and indus-
stadiums. We intend to secure new Major Projects contracts through:              trial MRO distribution industry will provide us with a significant number
                                                                                 of acquisition opportunities. We utilize a disciplined approach toward
     aggressive national marketing of our demonstrated project
■
                                                                                 acquisitions which includes well-defined strategic criteria and established
     management capabilities;
                                                                                 targets for return on investment and earnings accretion.
     further development of relationships with leading contractors and
■

                                                                                 Expand Product and Service Offerings. We intend to build on our
     engineering firms;
                                                                                 demonstrated ability to introduce new products and services to meet
     close coordination with National Accounts customers on their
■

                                                                                 customer demands and capitalize on market opportunities. For example,
     renovation and new plant improvement projects; and
                                                                                 we will continue expanding our presence in the fast-growing data com-
     comprehensive materials management services, involving a
■
                                                                                 munications market. We have significantly increased our focus on this
     multi-commodity Integrated Supply approach to large projects.
                                                                                 market, generating sales of over $110 million in 1999, up from $52 million
                                                                                 in 1995. By utilizing a dedicated data communications sales team and
Extend Our Leadership Position in Integrated Supply. We are the
                                                                                 training our existing sales force to sell data communications products,
largest provider of Integrated Supply services for MRO goods and services
                                                                                 we intend to increase sales to new and existing customers. In addition,
in the United States. We provide a full complement of outsourcing
                                                                                 through a 1998 acquisition, we now have a platform to sell integrated
solutions, focusing on improving the supply chain management process
                                                                                 lighting control and power distribution equipment in a single package
for our customers’ indirect purchases. Our Integrated Supply programs
                                                                                 for multi-site specialty retailers, restaurant chains and department stores.
replace the traditional multi-vendor, resource-intensive procurement
                                                                                 This is a well-defined and attractive growth market where our marketing
process with a single, outsourced, fully automated process capable of
                                                                                 programs and logistics infrastructure provide measurable benefits for
managing all MRO and related service requirements. Our solutions range
                                                                                 renovation, new construction and ongoing maintenance activities.
from timely product delivery to assuming full responsibility for the entire
procurement function. Our customers include some of the largest
                                                                                 Leverage Our E-Commerce and Information System Capabilities.
industrial companies in the United States. Competitive strengths of
                                                                                 We conduct a significant amount of business electronically and continue
our Integrated Supply business include:
                                                                                 to invest in information technology to create tighter linkages with both
                                                                                 customers and suppliers and to lower costs and shorten cycle time in the
     a proven and profitable business model highly adaptable to the
■

                                                                                 supply chain process for our customers and ourselves by:
     scale of our customers’ operations;
     low operating costs;
■
                                                                                     conducting business transactions electronically; we routinely process
                                                                                 ■

     highly automated proprietary information systems; and
■
                                                                                     customer orders, shipping notices, supplier purchase orders and funds
                                                                                     transfer electronically with our trading partners; in our Integrated
     established relationships with a large industrial customer base.
■

                                                                                     Supply business, a large percentage of all transactions are electronic;
We intend to utilize these competitive strengths to increase our Integrated
                                                                                     creating tighter linkages to both customers and suppliers through the
                                                                                 ■
Supply sales to both new and existing customers, including our existing
                                                                                     use of technological advances, including an ability to order over the
National Account customers.
                                                                                     Internet and through electronic catalogs, bar-coding and electronic
Gain Share in Key Local Markets. Significant opportunities exist to gain             funds transfer;
local market share, since many local markets are highly fragmented. We               providing low cost, highly functional processing of a full-range of our
                                                                                 ■

intend to increase our market share in key geographic markets through a              business operations such as customer service, inventory, logistics
combination of increased sales and marketing efforts at existing branches,           management, accounting and administrative support; and
acquisitions to expand our product and customer base and new branch
                                                                                     analyzing market potential, sales performance and cost of doing
                                                                                 ■

openings. Furthermore, we intend to leverage our existing relationships
                                                                                     business by branch, customer, product, sales representative and
with preferred suppliers to increase sales of their products in local mar-
                                                                                     shipment type enabling us to work with customers to streamline
kets through various initiatives, including sales promotions, cooperative
                                                                                     activities and reduce costs.
marketing efforts, direct participation by suppliers in National Accounts
                                                                                 Expand Our International Operations. Our international sales, the
implementation, dedicated sales forces and product exclusivity. To promote
                                                                                 majority of which are in Canada, accounted for 11% of sales in 1999. We
growth, we have instituted a compensation system for branch managers
                                                                                 believe that there is significant additional demand for our products and
based on sales and profit increases and efficient working capital manage-
                                                                                 services outside the U.S. and Canada. Many of our multinational domestic
ment at the branch level. Our compensation system encourages our
                                                                                 customers are seeking distribution, Integrated Supply and project manage-
branch managers to increase sales and optimize business activities in
                                                                                 ment solutions globally. Our approach to international operations is
their local markets, including managing the sales force, configuring
                                                                                 consistent with our domestic philosophy. We follow our established cus-
inventories, targeting potential customers for marketing efforts and tailoring
                                                                                 tomers and will only pursue business that we believe utilizes and extends
local service options.
                                                                                 our existing capabilities. This strategy of working through well-developed
                                                                                 customer and supplier relationships reduces risks and provides the




                                                                                                                                WESCO International, Inc. 1999 Form 10-K
12
Products and Services
opportunity to establish a profitable business. We have recently opened
offices in Aberdeen, Scotland and London, England to support our sales
                                                                                                       Products. Our network of branches and distribution centers stock over
efforts in Europe, Africa and the former Soviet Union, and an office in
                                                                                                       215,000 product stock keeping units (“SKUs”). Each branch tailors its
Singapore to support our sales in Asia. We also opened two sales offices
                                                                                                       inventory to meet the needs of the customers in its local market, typically
in Mexico in 1999 to augment the selling effort of the two full service
                                                                                                       stocking approximately 4,000 to 8,000 SKUs. Our Integrated Supply
branches opened in 1998.
                                                                                                       business allows our customers to access over 1,000,000 products for
                                                                                                       direct shipment.
Acquisition and Integration Program
                                                                                                       Representative products that we sell include:
Our strategic acquisition program is an important element in our objective
to be the leader in the markets we serve. Our philosophy towards growth                                    Supplies: Fuses, terminals, connectors, boxes, fittings, tools, lugs,
                                                                                                       ■

includes a continuous evaluation to determine whether a particular                                         tape and other MRO supplies
opportunity, capability or customer need is best developed internally
                                                                                                           Distribution Equipment: Circuit breakers, transformers, switchboards,
                                                                                                       ■
or purchased through a strategic acquisition. We believe that the highly
                                                                                                           panelboards and busway
fragmented nature of the electrical distribution industry will continue
                                                                                                           Lighting: Lamps (light bulbs), fixtures and ballasts
                                                                                                       ■
to provide us with a significant number of acquisition opportunities.
                                                                                                           Wire and Conduit: Wire, cable, metallic and non-metallic conduit
                                                                                                       ■
We continue to evaluate potential acquisitions, including those in the
                                                                                                           Control, Automation and Motors: Motor control devices, drives,
electrical distribution industry, the Integrated Supply market and other                               ■


                                                                                                           programmable logic controllers, pushbuttons and operator interfaces
non-electrical distributors that would complement our customers’ overall
supply needs. We have completed 21 acquisitions since August 1995,                                         Data Communications: Premise wiring, patch panels, terminals,
                                                                                                       ■

representing total annual sales of over $1.2 billion.                                                      connectors
WESCO Acquisition History (dollars in millions)                                                        We purchase products from a diverse group of over 23,000 suppliers. In
                                                                                                       1999, the ten largest suppliers accounted for approximately 35% of our
                                                                                     Annual Sales1
Year                      Acquisitions          Branch Locations
                                                                                                       purchases. The largest of these was Eaton Corporation, through its Cutler-
1995                                   2                          2                         $   47
                                                                                                       Hammer division, accounting for approximately 13% of total purchases.
1996                                   7                         67                            418     No other supplier accounted for more than 5%.
1997                                   2                          9                             52
                                                                                                       Our supplier relationships are important to us, providing access to a wide
1998                                   6                         21                           608
                                                                                                       range of products, technical training and sales and marketing support.
1999                                   4                          5                             70
                                                                                                       We have preferred supplier agreements with approximately 150 of our
Total                                 21                        104                         $1,195
                                                                                                       suppliers and purchase approximately 60% of our stock inventory pur-
1Represents our estimate of annual sales of acquired businesses at the time of acquisition, based on
                                                                                                       suant to these agreements. Consistent with industry practice, most of our
 our review of internal and/or audited statements of the acquired business.
                                                                                                       agreements with suppliers, including both distribution agreements and
                                                                                                       preferred supplier agreements, are terminable by either party on no more
In February 2000, WESCO completed its acquisition of certain assets and
                                                                                                       than 60 days’ notice.
assumed certain liabilities of Control Corporation of America (“CCA”),
headquartered in Richmond, Virginia, for approximately $15 million. CCA,
                                                                                                       Services. In conjunction with product sales, we offer customers a wide
an electrical distributor specializing in industrial automation solutions,
                                                                                                       range of services and procurement solutions that draw on our product and
reported net sales of approximately $50 million in 1999. This acquisition
                                                                                                       supply management expertise and systems capabilities. These services
will be accounted for under the purchase method of accounting.
                                                                                                       include National Accounts programs, Integrated Supply programs and
                                                                                                       Major Project programs. We are responding to the needs of our customers,
Our business development department consists of a small team of profes-
                                                                                                       particularly those in processing and manufacturing industries. To more
sionals who locate, evaluate and negotiate all aspects of any acquisition,
                                                                                                       efficiently manage the MRO process on behalf of our customers, we offer
with particular emphasis on compatibility of management philosophy and
                                                                                                       a range of supply management services, including:
strategic fit. Since 1995, we have considered over 270 potential acquisi-
tions. We initially evaluate potential acquisitions based on their ability to:
                                                                                                           outsourcing of the entire MRO purchasing process;
                                                                                                       ■


    better serve our existing customers;
■
                                                                                                           providing manufacturing process improvements using
                                                                                                       ■


                                                                                                           state-of-the-art automated solutions;
    offer expansion into key growth markets;
■


                                                                                                           implementing inventory optimization programs;
    add new product or service capabilities;                                                           ■
■


                                                                                                           participating in joint cost savings teams;
    support new National Account customers; and                                                        ■
■


                                                                                                           assigning our employees as on-site support personnel;
    strengthen relationships with important manufacturers.                                             ■
■


                                                                                                           recommending energy-efficient product upgrades; and
                                                                                                       ■


                                                                                                           offering safety and product training for customer employees.
                                                                                                       ■




WESCO International, Inc. 1999 Form 10-K                                                                                                                                           13
National Accounts Programs. The typical National Accounts customer is           Electrical Contractors. Sales to electrical contractors accounted for
a Fortune 500 industrial company, a large utility or other major customer,      approximately 35% of our sales in 1999. These customers range from
in each case with multiple locations. Our National Accounts programs            large contractors for major industrial and commercial projects, the
provide customers with total supply chain cost reductions by coordinating       customer types we principally serve, to small residential contractors,
purchasing activity for MRO supplies across multiple locations. Compre-         which represent a small portion of our sales. Electrical products pur-
hensive implementation plans establish jointly-managed teams at the             chased by electrical sub-contractors typically account for approximately
local and national level to prioritize activities, identify key performance     40% to 50% of their installed project cost, and, therefore, accurate cost
measures and track progress against objectives. We involve our preferred        estimates and competitive material costs are critical to a contractor’s
suppliers early in the implementation process, where they can contribute        success in obtaining profitable projects.
expertise and product knowledge to accelerate program implementation
                                                                                Utilities. Sales to utilities accounted for approximately 14% of our sales
and the achievement of cost savings and process improvements.
                                                                                in 1999. This market includes large investor-owned utilities, rural electric
Integrated Supply Programs. Our Integrated Supply programs offer                cooperatives and municipal power authorities. We provide our utility
customers a variety of services to support their objectives for improved        customers with power line products and an extensive range of supplies
supply chain management. We integrate our personnel, product and dis-           to meet their MRO and capital projects needs. Integrated Supply arrange-
tribution expertise, electronic technologies and service capabilities with      ments are also important in this market as cost pressures and deregula-
the customer’s own internal resources to meet particular service require-       tion cause utility customers to streamline procurement practices.
ments. Each Integrated Supply program is uniquely configured to deliver
                                                                                Commercial, Institutional and Governmental Customers (“CIG”).
a significant reduction in the number of MRO suppliers, reduce total
                                                                                Sales to CIG customers accounted for approximately 6% of our sales
procurement costs, improve operating controls and lower administrative
                                                                                in 1999. This fragmented market includes schools, hospitals, property
expenses. Our solutions range from just-in-time fulfillment to assuming
                                                                                management firms, retailers and government agencies of all types.
full responsibility for the entire procurement function for all indirect
                                                                                Through a recent acquisition, we now have a platform to sell integrated
purchases. We believe that customers will increasingly seek to utilize us
                                                                                lighting control and distribution equipment in a single package for
as an “integrator,” responsible for selecting and managing the supply
                                                                                multi-site specialty retailers, restaurant chains and department stores.
of a wide range of MRO and OEM products.

                                                                                Distribution Network
Major Projects. We have established a Major Projects Group, comprised
of our most experienced personnel, which focuses on serving the complex         Branch Network. We have over 340 branches, of which approximately
needs of the top 50 U.S. electrical contractors on a multi-regional basis.      275 are located in the U.S., approximately 50 are located in Canada and
These contractors typically specialize in building industrial sites, water      the remainder are located in Puerto Rico, Mexico, Guam, the United
treatment plants, airport expansions, healthcare facilities, correctional       Kingdom, the Balkans and Singapore. Over the last three years, we have
institutions and new sports stadiums.                                           opened approximately seven branches per year, principally to service
                                                                                National Account customers. In addition to consolidations in connection
Markets and Customers                                                           with acquisitions, we occasionally close or consolidate existing branch
We have a large base of approximately 130,000 customers diversified             locations to improve operating efficiency.
across our principal markets. While one customer accounted for approxi-
                                                                                Distribution Centers. To support our branch network, we have five
mately 3% of 1999 sales, no other customer accounted for more than 1%.
                                                                                distribution centers located in the United States and Canada, serving the
We are not dependent on any single customer.
                                                                                Northeast and Midwest U.S.; near Reno, Nevada, serving the Western
Industrial Customers. Sales to industrial customers, which include              U.S.; near Memphis, Tennessee, serving the Southeast and Central U.S.;
numerous manufacturing and process industries, and original equipment           near Montreal, Quebec, serving Eastern and Central Canada; and near
manufacturers (“OEMs”) accounted for approximately 45% of our sales             Vancouver, British Columbia, serving Western Canada.
in 1999.
                                                                                Our distribution centers add value for our branches and customers through
MRO products are needed to maintain and upgrade the electrical and              the combination of a broad and deep selection of inventory, on-line order-
communications networks at all industrial sites. Expenditures are greatest      ing, same day shipment and central order handling and fulfillment. Our
in the heavy process industries, such as pulp and paper and petrochemi-         distribution center network reduces the lead-time and improves the relia-
cal. Typically, electrical MRO is the first or second ranked product category   bility of our supply chain, giving us a distinct competitive advantage in
by purchase value for total MRO requirements for an industrial site. Other      customer service. Additionally, the distribution centers reduce the time
MRO product categories include, among others, lubricants; pipe, valves          and cost of supply chain activities through automated replenishment and
and fittings; fasteners; and power transmission products.                       warehouse management systems, and economies of scale in purchasing,
                                                                                inventory management, administration and transportation.
OEM customers incorporate electrical components and assemblies into
their own products. OEMs typically require a reliable, high volume supply
of a narrow range of electrical items. Customers in this segment are partic-
ularly service and price sensitive due to the volume and the critical nature
of the product used, and they also expect value-added services such as
design and technical support, just-in-time supply and electronic commerce.



                                                                                                                              WESCO International, Inc. 1999 Form 10-K
14
Sales Organization                                                               International Operations
General Sales Force. Our general sales force is based at the local               To serve the Canadian market, we operate a network of approximately
branches and comprises approximately 2,200 of our employees, almost              50 branches in nine provinces. Branch operations are supported by two
half of whom are outside sales representatives and the remainder are             distribution centers located near Montreal and Vancouver. With sales of
inside sales personnel. Outside sales representatives, who have an average       approximately US $288 million, Canada represented 8.4% of our total
of more than eight years of experience with us, are paid under a compen-         sales in 1999. The Canadian market for electrical distribution is consider-
sation structure which is heavily weighted towards commissions. They are         ably smaller than the U.S. market, with roughly US $2.7 billion in total
responsible for making direct customer calls, performing on-site technical       sales in 1999, according to industry sources.
support, generating new customer relations and developing existing
                                                                                 We sell internationally through domestic export sales offices located
territories. The inside sales force is a key point of contact for responding
                                                                                 within North America and sales offices in international locations. We
to routine customer inquiries such as price and availability requests and
                                                                                 have recently opened offices in Aberdeen, Scotland; London, England
for entering and tracking orders.
                                                                                 and the Balkans to support our sales efforts in Europe, Africa and the
National Accounts. Our National Accounts sales force is comprised of             former Soviet Union, and an office in Singapore to support our sales in
an experienced group of sales executives who negotiate and administer            Asia. We also opened two sales offices in Mexico in 1999 to augment
contracts, coordinate branch participation and identify sales and service        the selling effort of the two full service branches opened in 1998.
opportunities. National Accounts managers’ efforts are aligned by
                                                                                 Management Information Systems
targeted customer industries, including automotive, pulp and paper,
petrochemical, steel, mining and food processing.                                Our corporate information system, WESCOM, provides processing for a
                                                                                 full range of our business operations, such as customer service, inventory
Data Communications. Sales of data communications products are
                                                                                 and logistics management, accounting and administrative support. The
supported by a dedicated group of outside and inside sales representa-
                                                                                 system has been upgraded with decision support, executive information
tives who focus primarily on the premise wiring systems market. This
                                                                                 system analysis and retrieval capabilities to provide detailed income
team is supported by additional resources in the purchasing, inventory
                                                                                 statement and balance sheet variance and trend reporting at the branch
management, product training, product management and regional sales
                                                                                 level. The system also provides activity-based costing capabilities for
areas. We also have an organization that provides our general sales force
                                                                                 analyzing profitability by customer, sales representative and shipment
and customers with product training and industry-recognized certification
                                                                                 type. Sales and margin trends and variances can be analyzed by branch,
in data communications product installation.
                                                                                 customer, product category, supplier or account representative.
Major Projects. Since 1995 our group of experienced sales managers
                                                                                 The WESCOM system is fully distributed within WESCO, and every branch
target, on a national basis, the market for large construction projects
                                                                                 (other than EESCO and certain newly acquired branches) utilizes its own
with electrical material valued in excess of $1 million. Through the Major
                                                                                 computer system to support local business activities. Telecommunication
Projects Group, we can meet the needs of contractors for complex con-
                                                                                 links through a central system give each branch access to information
struction projects such as new sports stadiums, industrial sites, water
                                                                                 on inventory status in our distribution centers as well as other branches
treatment plants, airport expansions, healthcare facilities and correctional
                                                                                 and an increasing number of on-line suppliers. We have developed an
institutions.
                                                                                 upgraded version of the WESCOM system. This new version, WESNET, links
E-Commerce. We established our initial electronic catalog on the Internet        all branch operations through our wide area network. EESCO operates its
in 1996. Since that time, we have worked with a variety of large customers       own system which is linked to our central system. We intend to integrate
to establish customized electronic catalogs for their use in internal systems.   EESCO into the WESNET system over the next eight to 10 months, which is
Additionally, in 1999 we began a process of providing electronic catalogs        expected to improve efficiencies and operating controls and reduce costs
to multiple e-commerce service providers, trade exchanges and industry           associated with operating dual systems.
specific electronic commerce portals. Our e-business strategy is to serve
                                                                                 We routinely process customer orders, shipping notices, suppliers’
existing customers by tailoring our catalog and Internet-based procure-
                                                                                 purchase orders, and funds transfer via EDI transactions with our trading
ment applications to their internal systems or through their preferred
                                                                                 partners. Our electronic commerce strategy calls for tighter linkages to
technology and trading exchange partnerships. Additionally, we will enter
                                                                                 both customers and suppliers through greater use of technological
into as many as 20 e-business partnerships with leading technology or
                                                                                 advances, including Internet and electronic catalogs, enhanced EDI
marketing oriented e-portals that target selected market segments.
                                                                                 and other innovative improvements.
Through these niche oriented marketing arrangements, we expect to
reach thousands of new customers who were previously not served                  Our Integrated Supply services are supported by our proprietary procure-
through WESCO’s sales force.                                                     ment and inventory management systems. These systems provide a fully
                                                                                 integrated, flexible supply chain platform that currently handles over
                                                                                 95% of our Integrated Supply customers’ transactions electronically.
                                                                                 Our configuration options for a customer range from on-line linkages to
                                                                                 the customer’s business and purchasing systems, to total replacement
                                                                                 of a customer’s procurement and inventory management system for
                                                                                 MRO supplies.



WESCO International, Inc. 1999 Form 10-K                                                                                                                   15
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  • 1. > WESCO International, Inc. 1999 Annual Review
  • 2. WESCO International, Inc. (NYSE: WCC) is centers, and employs 5,800 people. Its diverse customer base a leading distributor of electrical products, includes a broad range of industrial companies; contractors for other maintenance, repair and operating industrial, commercial and residential projects; utilities; and (MRO) supplies and procurement outsourcing commercial, institutional and governmental customers. WESCO services. Headquartered in Pittsburgh, markets over 200,000 products to more than 100,000 customers Pennsylvania, WESCO operates over 340 throughout the world with a strong emphasis in North America. full-service branches and five distribution Net sales were $3.4 billion in 1999.
  • 3. > financial highlights 1999 1998 1997 (In millions) Net sales $3,025.4 $2,594.8 $3,420.1 Gross profit 537.7 463.9 612.9 107.82 Income from operations 80.1 125.0 Interest & other expenses 55.2 20.1 66.5 52.62 Income before income taxes and extraordinary item 60.0 58.5 EBITDA1 122.6 91.4 145.3 Working capital 115.6 336.3 199.0 Long-term debt (including current portion) 595.8 295.2 426.4 Stockholders’ equity (142.6) 184.5 117.3 1 Income from operations plus depreciation, amortization and recapitalization costs 2 Excludes recapitalization costs of $51.8 million Copies of Forms 10-K and 10-Q may be requested through our web site (www.wescodist.com) or by contacting Investor Relations. WESCO International, Inc. 1 99 99 15.1% 99 $3,420 $145 98 98 $3,025 98 $123 14.7% 97 97 $2,595 10.7% 97 $91 96 10.8% 96 96 $2,275 $79 $1,857 95 95 $63 11.9% 95 EBITDA1 (In millions) NET SALES (In millions) RETURN ON INVESTED CAPITAL
  • 4. >dear shareholder It is a great pleasure to provide WESCO’s first publicly issued Annual Review. This 1999 report covers a period of major accomplishments, increasing momentum and unparalleled corporate interest by our customers in procurement, distribution and logistics. Watershed Year for WESCO International, Inc. WESCO continued a six-year string of record annual sales and operating earnings that dates back to our separation, via a leveraged buyout, from Westinghouse Electric Corporation in 1994. Sales growth of 13% and continued productivity gains led to an operating earnings increase of 16%. The compounded annual growth rates for sales and EBITDA for the past five years were 16% and 37%, respectively. Early in 1999 we were added to the annual list of Fortune 500 companies, entering the list at 485 with a profitability ranking of 432. In May, WESCO completed its initial public offering and began trading on the New York Stock Exchange under the symbol “WCC.” The initial offering strengthened our financial position, increased awareness and visibility of our company and assured financing capacity for continued growth and expansion. 2 Financial Results Net sales for 1999 reached $3.4 billion, an increase over 1998 of $395 million or 13%. To put this into perspective, if a separate company generated $400 million in total sales, it would rank among the 15 largest electrical wholesale distributors in the United States. EBITDA increased to $145.3 million, up 18.5% or $22.7 million from the prior year. Net income, excluding the effects of a $10.5 million extraordi- nary charge associated with our refinancing, was $35.1 million and diluted earnings per share was $0.75. Return on invested capital was 15.1% and return on equity was 21%. WESCO’s management and Board of Directors are confident in the value of our franchise and prospects for continued profitable growth. In late 1999, the Board authorized a $25 million share repurchase program. Through the end of February 2000, approximately two million shares had been acquired under this program. We believe that this program will create value for all of our shareholders. Operating Strategy WESCO has an extensive distribution infrastructure and an ability to deliver industrial, contractor and commercial project materials and supplies to virtually any local market in North America. Our large, technically oriented sales and service organization is deployed in local markets to provide dedicated personal attention and immediate response to customers’ product information, re-supply or special procurement needs. We’ve developed a service approach that combines detailed customer familiarity and high touch local attention with special information systems support and high levels of coordination for companies with multiple divisions or multiple locations. This effective combination of local and national support is a defining characteristic of our operating strategy, and a powerful differentiator between WESCO and other distributors. We initially applied this targeted national accounts marketing program to large, heavy industry manu- facturing firms. Over the last several years, we have been able to successfully apply similar marketing and sales support programs to other industries including utilities, financial institutions and telecommunications firms.
  • 5. Growth Opportunities WESCO’s growth model consists of internally developed sales opportunities and growth through acquisition. Our sales organization is effective and highly productive, generating sales per employee 50% higher than the industry average. During 1999 we continued to push for higher productivity by investing in sales force and sales management training, and development of information systems tools that help target sales opportunities. We also continued the development of process methodologies that support and speed customer implementation and roll-out schedules for multi-site national accounts and integrated supply programs. Throughout 1999 we added National Accounts sales personnel to cover new market segments including multi-site retailers, financial institutions, energy service companies and governmental agencies. This year we are continuing this sales force expansion to give increased coverage to the telecommunications industry and national electrical contracting firms. Integrated Supply programs represent a high growth market for WESCO. In an integrated supply arrangement, WESCO assumes operational responsibility for electrical supplies and virtually all other categories of maintenance and operating supplies and services. We expect continued growth in this important service category as companies of all types are showing interest in improved procurement processes as a major cost savings opportunity. 3 The rapid development of e-commerce has raised the interest level in procurement and logistics to an all-time high. We’ve launched and staffed a new organizational unit to support e-commerce programs with existing customers and develop new markets through alliances and technology partnerships with leading trade exchanges and e-portals. The foundation for these new e-commerce partnerships consists of an expanded electronic catalog, Internet-based purchasing applications and fully integrated linkages to our order management and fulfillment capabilities. Acquisition Growth The continued expansion of our business base and geographical coverage through carefully targeted acquisitions remains a top priority. In 1999, WESCO completed the acquisition of four regional distributors in the northeast and southern United States. These additions to our distribution network enhanced our position in serving key construction, industrial MRO and industrial OEM markets with electrical and automation products. Early in 2000, we further strengthened our factory automation and control capabilities through the acquisition of Control Corporation of America (CCA), a Virginia-based provider of engineered solutions for industrial automation systems. Moving Forward We will continue to invest in strategic growth initiatives, enhancement of our Integrated Supply platform, ongoing expansion of our National Accounts Marketing programs, advanced technologies to improve our services and ongoing acquisition and consolidation efforts. With the support of our Board and shareholders, and the dedicated efforts of our employees, we look forward to a future of continued growth and profitability. Roy W. Haley Chairman and Chief Executive Officer March 20, 2000
  • 6. WESCO is a sales and service company, and meeting customer needs is our primary focus. Our business processes begin with an ongoing effort to understand and anticipate customer requirements for products, services and internal systems coordination. Customer needs determine what products we source, what services we provide and the pace of geographic expansion into new sales and service > customer focus locations. WESCO’s extra effort attitude has earned national recognition within the distribution industry, and delivered proven results to the marketplace. Because of our “insights on evolving customer needs, and the changes distributors and their vendors must make to satisfy those needs”, WESCO was recognized by Electrical Wholesaling (May 1999) as one of the 10 most influential forces affecting the electrical wholesaling and distribution industry in the 90s. WESCO serves a diversified customer base of more than 100,000 businesses of all sizes, providing a broad range of electrical products, other maintenance, repair and operating (MRO) supplies and related value-added services. Major markets include commercial and industrial firms, contractors, governmental agencies, insti- tutions, telecommunications businesses and utilities. 4 As these customers reengineer, consolidate and automate their procurement and supply-chain business functions, we continually enhance our service capabilities to meet increasingly rigorous requirements for improved efficiencies and cost reductions. WESCO is particularly skilled at serving large, sophisticated, multi-location customers through an effective coordination of local and national process improvement initiatives. We have a proven track record in implementing total cost reduction programs with documented bottom-line savings for customers in a wide range of industries. Because of WESCO’s work with leading industrial firms and large contractors, we have been selected for a variety of e-commerce pilot programs and beta testing processes for advanced Internet-based procurement technologies. We regularly use opportunities such as these as a catalyst for improved services or increased productivity that can benefit all of our customers.
  • 7. WESCO markets more than 200,000 high-quality products including electrical and data communications products, industrial automation equipment, spare parts and production support materials from over 20,000 sources worldwide. The product roster is growing daily, and WESCO is working hard to be a key source of product information for selection alternatives, safety features, new applications and product life cycle innovations. By using on-site trade shows, in-plant product reviews, product demonstrations and sample use programs, WESCO is a single source of current product information for our customers. We also provide complete support for virtually all product segments, including customized delivery, technical assistance, application development and training. Our ongoing supply relationships with leading manufacturers, producers and service providers ensure an enormous range of available products, and, if WESCO doesn’t stock a particular item, > quality products it can readily be located, sourced and delivered . . . around the block, or around the world. 5 To better serve global customers and to support our strategy of growing with our customers in multiple markets, WESCO launched a new business unit in 1999 primarily geared toward serving the energy industry. With procurement centers in Aberdeen, Houston and Singapore, WESCO now offers worldwide 24-hour customer support, efficient multi-national service and a broad product line including such items as safety equipment, pressure gauges, welding and cutting tools and thermal clothing. In 1999, WESCO served customer sites in more than 30 countries. Continuous expansion of our product line, well beyond the traditional base of electric supplies, is a key strategy in providing cus- tomer access to products and information that can improve operations and reduce operating costs. As an example of that strategy, WESCO has formed a unique “partnership” with 3M Corporation to dramatically expand our product offering and make innovative products and the latest technology readily available to our customers. This powerful combination of innovative 3M products—including abrasives, adhesives, safety equipment, communications and packaging supplies— and WESCO’s continuing focus on customer needs and product applications creates new opportunities in value engineering and process improvement for all WESCO customers.
  • 8. Responsible, dependable service is an integral part of maintaining and building our customer base at WESCO. Dedicated staffing and personal attention to customer requirements provides strong support for schedule compliance, productivity and cost reduction goals. This long-standing commitment to service excellence encompasses much more than a wealth of product information and timely product delivery. It also means that we can enhance the procurement process for our customers through integrated supply systems, e-commerce and creative, cost-effective sourcing solutions any hour, every day. For WESCO’s 5,800 employees, that commitment means an “extra effort” for every customer and every order. And nowhere is that effort better illustrated than in a crisis situation. Because many of our customers operate around-the-clock, operational disruptions, even small ones, can be disastrous. But in any emergency, WESCO >exceptional service is there to ensure rapid deployment of equipment, parts and technical services. 6 When Chevron’s refinery in Pascagoula, Mississippi was severely damaged by Hurricane Georges, WESCO was one of the first suppliers invited into the plant to assist with needs assessment. The 17-hour storm disabled or put out of service approximately 8,000 pieces of instrumentation, equipment and machinery. WESCO responded immediately with temporary power and lighting, cleaning supplies and testing equipment, and then committed additional resources to help in the full restoration, matching Chevron’s 14-hours-a-day, seven-days-a- week recovery work schedule. When severe storms cut through the East Coast service areas of the PECO and GPU energy companies leaving more than 400,000 customers without power, WESCO again demonstrated its emergency response capabilities, expediting delivery of materials and services so that power could be quickly restored. And when a West Coast refinery fire caused millions of dollars of damage, the 24-hour-a-day availability and solutions- focused product sourcing of WESCO’s local branch and our ability to mobilize our manufacturing partners were instrumental in bringing the refinery back on line. This quick response, “always-on-call” attitude permeates the company’s entire branch network, and solidifies our reputation as “the extra effort people.”
  • 9. Customer focus, exceptional service, quality products and effective technology are critical success factors, but only part of the customer- satisfaction equation. The job isn’t finished until the right products are delivered to the right place at the right time. And when those products support industrial processes or construction-related projects, on-time delivery becomes the critical factor. A lower cost means little if facilities >superior logistics are idled or personnel lack materials to do their job. Motivated people . . . superior logistics . . . broad inventory stocking . . . superb sourcing . . . This is how WESCO delivers results. WESCO operates five fully automated distribution centers in North America and a network of more than 340 full-service branch locations, providing same-day or next-day delivery of supplies, spare parts and critical project materials. Local, time-sensitive deliveries are routinely made to plants and construction sites in line with customer specifications and just-in-time requirements. And, in some cases, storeroom inventories are maintained or supply trailers are moved on-site to ensure immediate product availability. 7 In 1999, the company’s geographical coverage was significantly enhanced by four acquisitions: Coghlin Electric, serving New England; Industrial Electric Supply, operating in Alabama and Georgia; Liberty Electric Supply in New York City; and Whitehill Lighting and Supplies in central Pennsylvania. These new additions have enhanced the company’s presence in growth markets, expanded our business base and strengthened service and delivery capabilities. We also extended our reach into international markets by adding full-service branch operations or special purpose sourcing and procurement offices in Scotland, the Balkans, Mexico, Singapore and Toyko. Disciplined, precise order fulfillment and continuous performance improvement are top priorities at WESCO. Operating standards are continuously evaluated, and an unrelenting commitment to quality is reflected by successful ISO certification. In 1999, another 13 separate ISO 9002 quality certificates were awarded to the company’s branch operations and distribution centers, and since 1996, more than 100 branches have become separately ISO registered, certified and continuously audited. On-time delivery demands on-hand inventories, a company- wide dedication to service and logistical excellence and a knack for problem solving and quick action. Getting renovation materials to the top of a skyscraper, power cabling to a remote mining site or critical components to a multi-workstation assembly line clearly demands “extra effort.” But that kind of performance is “business as usual” at WESCO.
  • 10. WESCO has been in business as a wholesale electrical distributor for more than 75 years. WESCO is a key link in the supply chain that gets products from manufacturers to contractors, maintenance personnel and installers. The Company: Develops continuous supply links with numerous manufacturers and service providers ■ Stocks products locally for quick access to a wide range of equipment, supplies and operational support materials ■ Maintains trained sales and purchasing staff for professional product information, technical expertise and ■ product evaluation Makes timely deliveries to plant sites and job locations ■ Coordinates schedules and tracks progress for customer engineered product applications or special purchases ■ of maintenance or repair parts Products Sales WESCO markets more than 200,000 high-quality products through its standard product In 1999, WESCO’s 5,800 employees were offering, and many more are available through specialized sourcing capabilities. Some of responsible for generating and supporting the most common products include: annual product sales of approximately $3.4 billion. Products sold included more Equipment to control and monitor electrical power for industrial, commercial, ■ than 100,000 of those most commonly utility and residential locations recognized and used in industrial and Control and automation equipment used to monitor production and enhance ■ construction applications. productivity for discrete and process manufacturing firms Wiring systems for all ranges of power and all types of connections ■ Lighting products and energy control solutions that enhance productivity, cost ■ effectiveness and environmental compliance Data communications products and systems used for wiring networks that provide ■ > WESCO at-a-glance voice, data and video connectivity General contractor and industrial tools, supplies and operational support materials ■ 8 Markets WESCO serves a wide range of markets, including: Industrial processors and manufacturers of all types of products and equipment ■ Industrial, commercial and residential contractors ■ Investor-owned utilities, municipal power authorities and rural electric cooperatives ■ Data communication and premise wiring contractors, installers and systems integrators ■ Commercial, institutional and governmental entities including multi-site retailers, ■ financial institutions, schools and universities Services National Accounts Program. Dedicated to more than a dozen major industry segments, WESCO’s National Accounts team meets the complex service requirements of multi-location customers, providing maximum efficiency and documented cost savings. Integrated Supply. Focused on total procurement cost reduction and improved asset management, WESCO’s Integrated Supply programs provide a range of outsourced procurement and materials management functions to better manage all indirect procurement, MRO supplies and related service requirements. Major Projects. Through specialized product expertise, value-engineering skills and reliable materials management services, WESCO supports large, complex construction projects — such as airports, industrial plant sites, correctional facilities and hospitals — for regional, national and international engineering and construction firms. E-commerce. WESCO uses advanced information technology — including online catalogs, electronic data entry and the Internet — to provide customer connectivity, reduce costs and increase efficiencies in the procurement process. The Company’s e-commerce business unit is focused on the rapid e-enablement of existing customers, and the development of new market segments through strategic relationships in the emerging B2B e-channel. Distribution Branch Network. Over 340 branch locations in North America, including branches in selected international markets, provide a local presence for area customers and support a global network serving larger multi-location businesses and multi-national corporations. Distribution Centers. Five strategically located, fully automated distribution centers support the branch network with a comprehensive inventory of more than 50,000 regularly stocked items, online ordering capabilities, centralized order processing and same-day shipment.
  • 11. 10k WESCO International, Inc. 1999
  • 13. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) [ X ] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 1999 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-14989 WESCO INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Delaware 25-1723342 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) Commerce Court 15219 (Zip Code) Four Station Square, Suite 700 Pittsburgh, Pennsylvania (Address of principal executive offices) (412) 454-2200 (Registrant’s telephone number, including area code) SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT: Title of Class Name of Exchange on which registered Common Stock, par value $.01 per share New York Stock Exchange SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT: None Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for at least the past 90 days. Yes [ X ] No [ ] Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [ X ] As of February 22, 2000, 41,366,440 shares of Common Stock, par value $.01 per share (“Common Stock”) and 4,653,131 shares of Class B Common Stock, par value $.01 per share (“Class B Common Stock”) of the registrant were outstanding. The registrant estimates that as of February 22, 2000, the aggregate market value of the voting shares held by non-affiliates of the registrant was approximately $152.1 million based on the closing price on the New York Stock Exchange for such stock. DOCUMENTS INCORPORATED BY REFERENCE: Portions of the Proxy Statement for the registrant’s 2000 Annual Meeting of Stockholders are incorporated by reference into Part III of this Form 10-K. WESCO International, Inc. 1999 Form 10-K 9
  • 14. WESCO INTERNATIONAL, INC. AND SUBSIDIARIES TABLE OF CONTENTS December 31, 1999 PART I Item 1. Business 3 Item 2. Properties 8 Item 3. Legal Proceedings 8 Item 4. Submission of Matters to a Vote of Security Holders 8 Executive Officers 9 PART II Item 5. Market for Registrant’s Common Stock and Related Stockholder Matters 10 Item 6. Selected Financial Data 11 Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations 12 Item 7A. Quantitative and Qualitative Disclosures About Market Risks 16 Item 8. Financial Statements and Supplementary Data 16 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosures 16 PART III Item 10. Directors and Executive Officers of the Registrant 17 Item 11. Executive Compensation 17 Item 12. Security Ownership of Certain Beneficial Owners and Management 17 Item 13. Certain Relationships and Related Transactions 17 PART IV Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K 18 Signatures 20 Index to Consolidated Financial Statements 21 WESCO International, Inc. 1999 Form 10-K 10
  • 15. > PART I ITEM 1. BUSINESS Integrated Supply Demand for Integrated Supply services is growing rapidly, as more In this Annual Report on Form 10-K, “WESCO” refers to WESCO International, companies realize they can lower costs by outsourcing their MRO procure- Inc., and its subsidiaries and its predecessors unless the context otherwise ment and related services. Since the customer’s costs of procuring high requires. References to “we,” “us,” “our” and the “Company” refer to volumes of low dollar value MRO supplies can be over 50% of the cost of WESCO and its subsidiaries. Our subsidiaries include WESCO Distribution, the products, such improvements can be significant. The total market for Inc. (“WESCO Distribution”) and WESCO Distribution—Canada, Inc. MRO industrial supplies is approximately $250 billion. Within that market, (“WESCO Canada”), both of which are wholly-owned by WESCO. Integrated Supply is projected to grow from approximately $5 billion in sales from 1997 to $11 billion in 2000, or 30% per year. Overview With sales of over $3.4 billion in 1999, we are a leading provider of Our Business Strategy electrical products and other industrial MRO supplies and services in Our objective is to be the leading provider of electrical products and other North America. We are the second largest distributor in the $78 billion MRO supplies and services to companies in North America and selected U.S. electrical distribution industry, which has grown at a compounded international markets. In achieving this leadership position, our goal annual rate of 7% over the last 15 years. We are also a provider of is to grow earnings at a faster rate than sales by focusing on continuous Integrated Supply services. Our Integrated Supply solutions and out- productivity improvement. Our growth strategy leverages our existing sourcing services fulfill all of a customer’s industrial MRO procurement strengths and focuses on developing new initiatives and programs. needs through a highly automated, proprietary electronic procurement and inventory replenishment system. Demand for Integrated Supply services Enhance Our Leadership Position in Electrical Distribution. We has increased approximately 90% annually since 1994, and the total U.S. intend to leverage our extensive market presence and brand equity in the market potential, measured as all purchases of industrial MRO supplies WESCO name to further our leadership position in electrical distribution. and services, is estimated to be $250 billion. We are the second largest electrical distributor in the U.S. and, through our value-added products and services, we believe we have become the We have over 340 branches and five distribution centers strategically industry leader in serving several important and growing markets including: located in 48 states, nine Canadian provinces, Puerto Rico, Mexico, Guam, the United Kingdom, the Balkans and Singapore. We serve over 130,000 industrial customers with large, complex plant maintenance operations, ■ customers worldwide, offering over 1,000,000 products from over 23,000 some of which require a national multi-site service solution for their suppliers. Our diverse customer base includes a wide variety of industrial electrical distribution product needs; companies; contractors for industrial, commercial and residential large contractors for major industrial and commercial construction ■ projects; utility companies; and commercial, institutional and govern- projects; mental customers. the electric utility industry; and ■ We have acquired 21 companies since August 1995, representing annual manufacturers of factory-built homes, recreational vehicles and other ■ sales of approximately $1.2 billion. Combining strong internal growth with modular structures. acquisitions, our net sales and earnings before interest, taxes, deprecia- Grow National Programs. Since 1994, revenue from our National tion and amortization (“EBITDA”) (as defined in Item 6 “Selected Financial Accounts program has increased in excess of 15% annually. We will Data”) have increased at a compounded annual growth rate of approxi- continue to invest in the expansion of this program. Through our National mately 16% and 37%, respectively, since 1994. Accounts program, we coordinate electrical MRO procurement and pur- chasing activities primarily for large industrial and commercial companies Industry Overview across multiple locations. We have well established relationships with Electrical Distribution over 300 companies, providing us with a recurring base of revenue With 1999 net sales estimated at $78 billion, the U.S. industry is large and through multi-year agreements. Our objective is to continue to increase growing. The industry is also stable with compounded annual growth of revenue generated through our National Accounts program by: 7% since 1982, and it is projected to grow another 7% in 2000. The U.S. increasing sales to existing National Account customers through new ■ electrical distribution industry is also highly fragmented. In 1998, the latest products, more services and additional locations; year for which data is available, the four national distributors, including extending established National Account relationships to include ■ WESCO, accounted for less than 16% of estimated total industry sales. Integrated Supply; expanding our customer base by leveraging our existing expertise and ■ presence within the automotive, petrochemical, pulp and paper and metals and mining industries; and entering new industries such as multi-site retail, financial, commercial ■ and telecommunications. WESCO International, Inc. 1999 Form 10-K 11
  • 16. In addition, through our Major Projects Group, we are increasing our focus Actively Pursue Strategic Acquisitions. We have completed 21 acquisi- on large projects such as industrial sites, water treatment plants, airport tions since August 1995, which represent annual sales of over $1.2 billion. expansions, healthcare facilities, correctional institutions and new sports We believe that the highly fragmented nature of the electrical and indus- stadiums. We intend to secure new Major Projects contracts through: trial MRO distribution industry will provide us with a significant number of acquisition opportunities. We utilize a disciplined approach toward aggressive national marketing of our demonstrated project ■ acquisitions which includes well-defined strategic criteria and established management capabilities; targets for return on investment and earnings accretion. further development of relationships with leading contractors and ■ Expand Product and Service Offerings. We intend to build on our engineering firms; demonstrated ability to introduce new products and services to meet close coordination with National Accounts customers on their ■ customer demands and capitalize on market opportunities. For example, renovation and new plant improvement projects; and we will continue expanding our presence in the fast-growing data com- comprehensive materials management services, involving a ■ munications market. We have significantly increased our focus on this multi-commodity Integrated Supply approach to large projects. market, generating sales of over $110 million in 1999, up from $52 million in 1995. By utilizing a dedicated data communications sales team and Extend Our Leadership Position in Integrated Supply. We are the training our existing sales force to sell data communications products, largest provider of Integrated Supply services for MRO goods and services we intend to increase sales to new and existing customers. In addition, in the United States. We provide a full complement of outsourcing through a 1998 acquisition, we now have a platform to sell integrated solutions, focusing on improving the supply chain management process lighting control and power distribution equipment in a single package for our customers’ indirect purchases. Our Integrated Supply programs for multi-site specialty retailers, restaurant chains and department stores. replace the traditional multi-vendor, resource-intensive procurement This is a well-defined and attractive growth market where our marketing process with a single, outsourced, fully automated process capable of programs and logistics infrastructure provide measurable benefits for managing all MRO and related service requirements. Our solutions range renovation, new construction and ongoing maintenance activities. from timely product delivery to assuming full responsibility for the entire procurement function. Our customers include some of the largest Leverage Our E-Commerce and Information System Capabilities. industrial companies in the United States. Competitive strengths of We conduct a significant amount of business electronically and continue our Integrated Supply business include: to invest in information technology to create tighter linkages with both customers and suppliers and to lower costs and shorten cycle time in the a proven and profitable business model highly adaptable to the ■ supply chain process for our customers and ourselves by: scale of our customers’ operations; low operating costs; ■ conducting business transactions electronically; we routinely process ■ highly automated proprietary information systems; and ■ customer orders, shipping notices, supplier purchase orders and funds transfer electronically with our trading partners; in our Integrated established relationships with a large industrial customer base. ■ Supply business, a large percentage of all transactions are electronic; We intend to utilize these competitive strengths to increase our Integrated creating tighter linkages to both customers and suppliers through the ■ Supply sales to both new and existing customers, including our existing use of technological advances, including an ability to order over the National Account customers. Internet and through electronic catalogs, bar-coding and electronic Gain Share in Key Local Markets. Significant opportunities exist to gain funds transfer; local market share, since many local markets are highly fragmented. We providing low cost, highly functional processing of a full-range of our ■ intend to increase our market share in key geographic markets through a business operations such as customer service, inventory, logistics combination of increased sales and marketing efforts at existing branches, management, accounting and administrative support; and acquisitions to expand our product and customer base and new branch analyzing market potential, sales performance and cost of doing ■ openings. Furthermore, we intend to leverage our existing relationships business by branch, customer, product, sales representative and with preferred suppliers to increase sales of their products in local mar- shipment type enabling us to work with customers to streamline kets through various initiatives, including sales promotions, cooperative activities and reduce costs. marketing efforts, direct participation by suppliers in National Accounts Expand Our International Operations. Our international sales, the implementation, dedicated sales forces and product exclusivity. To promote majority of which are in Canada, accounted for 11% of sales in 1999. We growth, we have instituted a compensation system for branch managers believe that there is significant additional demand for our products and based on sales and profit increases and efficient working capital manage- services outside the U.S. and Canada. Many of our multinational domestic ment at the branch level. Our compensation system encourages our customers are seeking distribution, Integrated Supply and project manage- branch managers to increase sales and optimize business activities in ment solutions globally. Our approach to international operations is their local markets, including managing the sales force, configuring consistent with our domestic philosophy. We follow our established cus- inventories, targeting potential customers for marketing efforts and tailoring tomers and will only pursue business that we believe utilizes and extends local service options. our existing capabilities. This strategy of working through well-developed customer and supplier relationships reduces risks and provides the WESCO International, Inc. 1999 Form 10-K 12
  • 17. Products and Services opportunity to establish a profitable business. We have recently opened offices in Aberdeen, Scotland and London, England to support our sales Products. Our network of branches and distribution centers stock over efforts in Europe, Africa and the former Soviet Union, and an office in 215,000 product stock keeping units (“SKUs”). Each branch tailors its Singapore to support our sales in Asia. We also opened two sales offices inventory to meet the needs of the customers in its local market, typically in Mexico in 1999 to augment the selling effort of the two full service stocking approximately 4,000 to 8,000 SKUs. Our Integrated Supply branches opened in 1998. business allows our customers to access over 1,000,000 products for direct shipment. Acquisition and Integration Program Representative products that we sell include: Our strategic acquisition program is an important element in our objective to be the leader in the markets we serve. Our philosophy towards growth Supplies: Fuses, terminals, connectors, boxes, fittings, tools, lugs, ■ includes a continuous evaluation to determine whether a particular tape and other MRO supplies opportunity, capability or customer need is best developed internally Distribution Equipment: Circuit breakers, transformers, switchboards, ■ or purchased through a strategic acquisition. We believe that the highly panelboards and busway fragmented nature of the electrical distribution industry will continue Lighting: Lamps (light bulbs), fixtures and ballasts ■ to provide us with a significant number of acquisition opportunities. Wire and Conduit: Wire, cable, metallic and non-metallic conduit ■ We continue to evaluate potential acquisitions, including those in the Control, Automation and Motors: Motor control devices, drives, electrical distribution industry, the Integrated Supply market and other ■ programmable logic controllers, pushbuttons and operator interfaces non-electrical distributors that would complement our customers’ overall supply needs. We have completed 21 acquisitions since August 1995, Data Communications: Premise wiring, patch panels, terminals, ■ representing total annual sales of over $1.2 billion. connectors WESCO Acquisition History (dollars in millions) We purchase products from a diverse group of over 23,000 suppliers. In 1999, the ten largest suppliers accounted for approximately 35% of our Annual Sales1 Year Acquisitions Branch Locations purchases. The largest of these was Eaton Corporation, through its Cutler- 1995 2 2 $ 47 Hammer division, accounting for approximately 13% of total purchases. 1996 7 67 418 No other supplier accounted for more than 5%. 1997 2 9 52 Our supplier relationships are important to us, providing access to a wide 1998 6 21 608 range of products, technical training and sales and marketing support. 1999 4 5 70 We have preferred supplier agreements with approximately 150 of our Total 21 104 $1,195 suppliers and purchase approximately 60% of our stock inventory pur- 1Represents our estimate of annual sales of acquired businesses at the time of acquisition, based on suant to these agreements. Consistent with industry practice, most of our our review of internal and/or audited statements of the acquired business. agreements with suppliers, including both distribution agreements and preferred supplier agreements, are terminable by either party on no more In February 2000, WESCO completed its acquisition of certain assets and than 60 days’ notice. assumed certain liabilities of Control Corporation of America (“CCA”), headquartered in Richmond, Virginia, for approximately $15 million. CCA, Services. In conjunction with product sales, we offer customers a wide an electrical distributor specializing in industrial automation solutions, range of services and procurement solutions that draw on our product and reported net sales of approximately $50 million in 1999. This acquisition supply management expertise and systems capabilities. These services will be accounted for under the purchase method of accounting. include National Accounts programs, Integrated Supply programs and Major Project programs. We are responding to the needs of our customers, Our business development department consists of a small team of profes- particularly those in processing and manufacturing industries. To more sionals who locate, evaluate and negotiate all aspects of any acquisition, efficiently manage the MRO process on behalf of our customers, we offer with particular emphasis on compatibility of management philosophy and a range of supply management services, including: strategic fit. Since 1995, we have considered over 270 potential acquisi- tions. We initially evaluate potential acquisitions based on their ability to: outsourcing of the entire MRO purchasing process; ■ better serve our existing customers; ■ providing manufacturing process improvements using ■ state-of-the-art automated solutions; offer expansion into key growth markets; ■ implementing inventory optimization programs; add new product or service capabilities; ■ ■ participating in joint cost savings teams; support new National Account customers; and ■ ■ assigning our employees as on-site support personnel; strengthen relationships with important manufacturers. ■ ■ recommending energy-efficient product upgrades; and ■ offering safety and product training for customer employees. ■ WESCO International, Inc. 1999 Form 10-K 13
  • 18. National Accounts Programs. The typical National Accounts customer is Electrical Contractors. Sales to electrical contractors accounted for a Fortune 500 industrial company, a large utility or other major customer, approximately 35% of our sales in 1999. These customers range from in each case with multiple locations. Our National Accounts programs large contractors for major industrial and commercial projects, the provide customers with total supply chain cost reductions by coordinating customer types we principally serve, to small residential contractors, purchasing activity for MRO supplies across multiple locations. Compre- which represent a small portion of our sales. Electrical products pur- hensive implementation plans establish jointly-managed teams at the chased by electrical sub-contractors typically account for approximately local and national level to prioritize activities, identify key performance 40% to 50% of their installed project cost, and, therefore, accurate cost measures and track progress against objectives. We involve our preferred estimates and competitive material costs are critical to a contractor’s suppliers early in the implementation process, where they can contribute success in obtaining profitable projects. expertise and product knowledge to accelerate program implementation Utilities. Sales to utilities accounted for approximately 14% of our sales and the achievement of cost savings and process improvements. in 1999. This market includes large investor-owned utilities, rural electric Integrated Supply Programs. Our Integrated Supply programs offer cooperatives and municipal power authorities. We provide our utility customers a variety of services to support their objectives for improved customers with power line products and an extensive range of supplies supply chain management. We integrate our personnel, product and dis- to meet their MRO and capital projects needs. Integrated Supply arrange- tribution expertise, electronic technologies and service capabilities with ments are also important in this market as cost pressures and deregula- the customer’s own internal resources to meet particular service require- tion cause utility customers to streamline procurement practices. ments. Each Integrated Supply program is uniquely configured to deliver Commercial, Institutional and Governmental Customers (“CIG”). a significant reduction in the number of MRO suppliers, reduce total Sales to CIG customers accounted for approximately 6% of our sales procurement costs, improve operating controls and lower administrative in 1999. This fragmented market includes schools, hospitals, property expenses. Our solutions range from just-in-time fulfillment to assuming management firms, retailers and government agencies of all types. full responsibility for the entire procurement function for all indirect Through a recent acquisition, we now have a platform to sell integrated purchases. We believe that customers will increasingly seek to utilize us lighting control and distribution equipment in a single package for as an “integrator,” responsible for selecting and managing the supply multi-site specialty retailers, restaurant chains and department stores. of a wide range of MRO and OEM products. Distribution Network Major Projects. We have established a Major Projects Group, comprised of our most experienced personnel, which focuses on serving the complex Branch Network. We have over 340 branches, of which approximately needs of the top 50 U.S. electrical contractors on a multi-regional basis. 275 are located in the U.S., approximately 50 are located in Canada and These contractors typically specialize in building industrial sites, water the remainder are located in Puerto Rico, Mexico, Guam, the United treatment plants, airport expansions, healthcare facilities, correctional Kingdom, the Balkans and Singapore. Over the last three years, we have institutions and new sports stadiums. opened approximately seven branches per year, principally to service National Account customers. In addition to consolidations in connection Markets and Customers with acquisitions, we occasionally close or consolidate existing branch We have a large base of approximately 130,000 customers diversified locations to improve operating efficiency. across our principal markets. While one customer accounted for approxi- Distribution Centers. To support our branch network, we have five mately 3% of 1999 sales, no other customer accounted for more than 1%. distribution centers located in the United States and Canada, serving the We are not dependent on any single customer. Northeast and Midwest U.S.; near Reno, Nevada, serving the Western Industrial Customers. Sales to industrial customers, which include U.S.; near Memphis, Tennessee, serving the Southeast and Central U.S.; numerous manufacturing and process industries, and original equipment near Montreal, Quebec, serving Eastern and Central Canada; and near manufacturers (“OEMs”) accounted for approximately 45% of our sales Vancouver, British Columbia, serving Western Canada. in 1999. Our distribution centers add value for our branches and customers through MRO products are needed to maintain and upgrade the electrical and the combination of a broad and deep selection of inventory, on-line order- communications networks at all industrial sites. Expenditures are greatest ing, same day shipment and central order handling and fulfillment. Our in the heavy process industries, such as pulp and paper and petrochemi- distribution center network reduces the lead-time and improves the relia- cal. Typically, electrical MRO is the first or second ranked product category bility of our supply chain, giving us a distinct competitive advantage in by purchase value for total MRO requirements for an industrial site. Other customer service. Additionally, the distribution centers reduce the time MRO product categories include, among others, lubricants; pipe, valves and cost of supply chain activities through automated replenishment and and fittings; fasteners; and power transmission products. warehouse management systems, and economies of scale in purchasing, inventory management, administration and transportation. OEM customers incorporate electrical components and assemblies into their own products. OEMs typically require a reliable, high volume supply of a narrow range of electrical items. Customers in this segment are partic- ularly service and price sensitive due to the volume and the critical nature of the product used, and they also expect value-added services such as design and technical support, just-in-time supply and electronic commerce. WESCO International, Inc. 1999 Form 10-K 14
  • 19. Sales Organization International Operations General Sales Force. Our general sales force is based at the local To serve the Canadian market, we operate a network of approximately branches and comprises approximately 2,200 of our employees, almost 50 branches in nine provinces. Branch operations are supported by two half of whom are outside sales representatives and the remainder are distribution centers located near Montreal and Vancouver. With sales of inside sales personnel. Outside sales representatives, who have an average approximately US $288 million, Canada represented 8.4% of our total of more than eight years of experience with us, are paid under a compen- sales in 1999. The Canadian market for electrical distribution is consider- sation structure which is heavily weighted towards commissions. They are ably smaller than the U.S. market, with roughly US $2.7 billion in total responsible for making direct customer calls, performing on-site technical sales in 1999, according to industry sources. support, generating new customer relations and developing existing We sell internationally through domestic export sales offices located territories. The inside sales force is a key point of contact for responding within North America and sales offices in international locations. We to routine customer inquiries such as price and availability requests and have recently opened offices in Aberdeen, Scotland; London, England for entering and tracking orders. and the Balkans to support our sales efforts in Europe, Africa and the National Accounts. Our National Accounts sales force is comprised of former Soviet Union, and an office in Singapore to support our sales in an experienced group of sales executives who negotiate and administer Asia. We also opened two sales offices in Mexico in 1999 to augment contracts, coordinate branch participation and identify sales and service the selling effort of the two full service branches opened in 1998. opportunities. National Accounts managers’ efforts are aligned by Management Information Systems targeted customer industries, including automotive, pulp and paper, petrochemical, steel, mining and food processing. Our corporate information system, WESCOM, provides processing for a full range of our business operations, such as customer service, inventory Data Communications. Sales of data communications products are and logistics management, accounting and administrative support. The supported by a dedicated group of outside and inside sales representa- system has been upgraded with decision support, executive information tives who focus primarily on the premise wiring systems market. This system analysis and retrieval capabilities to provide detailed income team is supported by additional resources in the purchasing, inventory statement and balance sheet variance and trend reporting at the branch management, product training, product management and regional sales level. The system also provides activity-based costing capabilities for areas. We also have an organization that provides our general sales force analyzing profitability by customer, sales representative and shipment and customers with product training and industry-recognized certification type. Sales and margin trends and variances can be analyzed by branch, in data communications product installation. customer, product category, supplier or account representative. Major Projects. Since 1995 our group of experienced sales managers The WESCOM system is fully distributed within WESCO, and every branch target, on a national basis, the market for large construction projects (other than EESCO and certain newly acquired branches) utilizes its own with electrical material valued in excess of $1 million. Through the Major computer system to support local business activities. Telecommunication Projects Group, we can meet the needs of contractors for complex con- links through a central system give each branch access to information struction projects such as new sports stadiums, industrial sites, water on inventory status in our distribution centers as well as other branches treatment plants, airport expansions, healthcare facilities and correctional and an increasing number of on-line suppliers. We have developed an institutions. upgraded version of the WESCOM system. This new version, WESNET, links E-Commerce. We established our initial electronic catalog on the Internet all branch operations through our wide area network. EESCO operates its in 1996. Since that time, we have worked with a variety of large customers own system which is linked to our central system. We intend to integrate to establish customized electronic catalogs for their use in internal systems. EESCO into the WESNET system over the next eight to 10 months, which is Additionally, in 1999 we began a process of providing electronic catalogs expected to improve efficiencies and operating controls and reduce costs to multiple e-commerce service providers, trade exchanges and industry associated with operating dual systems. specific electronic commerce portals. Our e-business strategy is to serve We routinely process customer orders, shipping notices, suppliers’ existing customers by tailoring our catalog and Internet-based procure- purchase orders, and funds transfer via EDI transactions with our trading ment applications to their internal systems or through their preferred partners. Our electronic commerce strategy calls for tighter linkages to technology and trading exchange partnerships. Additionally, we will enter both customers and suppliers through greater use of technological into as many as 20 e-business partnerships with leading technology or advances, including Internet and electronic catalogs, enhanced EDI marketing oriented e-portals that target selected market segments. and other innovative improvements. Through these niche oriented marketing arrangements, we expect to reach thousands of new customers who were previously not served Our Integrated Supply services are supported by our proprietary procure- through WESCO’s sales force. ment and inventory management systems. These systems provide a fully integrated, flexible supply chain platform that currently handles over 95% of our Integrated Supply customers’ transactions electronically. Our configuration options for a customer range from on-line linkages to the customer’s business and purchasing systems, to total replacement of a customer’s procurement and inventory management system for MRO supplies. WESCO International, Inc. 1999 Form 10-K 15