REGISTRATION RIGHTS AGREEMENT BY AND BETWEEN WESCO INTERNATIONAL, INC., AS ISSUER WESCO DISTRIBUTION, INC., AS GUARANTOR AND LEHMAN BROTHERS INC., GOLDMAN, SACHS & CO., UBS SECURITIES LLC, BANC OF AMERICA SECURITIES LLC AND CREDIT SUISSE FIRST BOSTON...Registration Rights Agreement • September 27th, 2005 • Wesco International Inc • Wholesale-electrical apparatus & equipment, wiring supplies • New York
Registration Rights Agreement, dated as of September 27, 2005, by and among WESCO International, Inc., a Delaware corporation (together with any successor entity, herein referred to as the “Issuer”), and WESCO Distribution, Inc., a Delaware corporation (the “Guarantor”), and Lehman Brothers Inc., Goldman, Sachs & Co., UBS Securities LLC, Banc of America Securities LLC and Credit Suisse First Boston LLC (collectively, the “Initial Purchasers”).
WESCO INTERNATIONAL, INC. PURCHASE AGREEMENTWesco International Inc • September 27th, 2005 • Wholesale-electrical apparatus & equipment, wiring supplies • New York
WESCO International, Inc., a Delaware corporation (the “Company”), proposes to issue and sell $125,000,000 aggregate principal amount of its 2.625% Convertible Senior Debentures due 2025 (the “Firm Securities”) to Lehman Brothers Inc. (“Lehman”), Goldman, Sachs & Co. (“Goldman”), UBS Securities LLC, Banc of America Securities LLC and Credit Suisse First Boston LLC (with Goldman and Lehman, the “Initial Purchasers”). In addition, the Company proposes to grant to the Initial Purchasers an option to purchase up to an additional $25,000,000 aggregate principal amount of its 2.625% Convertible Senior Debentures due 2025 (the “Option Securities” and, together with the Firm Securities, the “Securities”). The Securities will be issued pursuant to an Indenture to be dated as of September 27, 2005 (the “Indenture”), among the Company, WESCO Distribution, Inc., a Delaware corporation (the “Guarantor”) and J.P. Morgan Trust Company, National Association, as trustee (the “Trustee”) and will be guar
WESCO DISTRIBUTION, INC. EXCHANGE AND REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 27th, 2005 • Wesco International Inc • Wholesale-electrical apparatus & equipment, wiring supplies • New York
WESCO Distribution, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to Goldman, Sachs & Co. (“Goldman”), Lehman Brothers Inc. (“Lehman”), UBS Securities LLC, Banc of America Securities LLC and Credit Suisse First Boston LLC (together with Goldman and Lehman, the “Initial Purchasers”), upon the terms and subject to the conditions set forth in a purchase agreement dated September 22, 2005 (the “Purchase Agreement”), $150,000,000 aggregate principal amount of its 7.5% Senior Subordinated Notes due 2017 (the “Securities”) to be guaranteed on an unsecured senior basis by WESCO International, Inc. (the “Guarantor”). Capitalized terms used but not defined herein shall have the meanings given to such terms in the Purchase Agreement.
WESCO DISTRIBUTION, INC. $150,000,000 7.5% Senior Subordinated Notes due 2017 PURCHASE AGREEMENTPurchase Agreement • September 27th, 2005 • Wesco International Inc • Wholesale-electrical apparatus & equipment, wiring supplies • New York
WESCO Distribution, Inc., a Delaware corporation (the “Company”), proposes to issue and sell $150,000,000 aggregate principal amount of its 7.5% Senior Subordinated Notes due 2017 (the “Securities”). The Securities will be issued pursuant to an Indenture to be dated as of September 27, 2005 (the “Indenture”), among the Company, WESCO International, Inc., a Delaware corporation (the “Guarantor”) and J.P. Morgan Trust Company, National Association, as trustee (the “Trustee”) and will be guaranteed on an unsecured senior basis by the Guarantor (the “Guarantee”). The Company and the Guarantor hereby confirm their agreement with Goldman, Sachs & Co. (“Goldman”), Lehman Brothers Inc. (“Lehman”), UBS Securities LLC , Banc of America Securities LLC and Credit Suisse First Boston LLC (with Goldman and Lehman, the “Initial Purchasers”) concerning the purchase of the Securities from the Company by the several Initial Purchasers.
