Canadian Electrical Wholesaler

Jan 9, 2020

CEW wesco anxiter 400Wesco seems to be swinging the scale to its favour with its most recent bid to acquire Anixter at $100 per share. Throughout the process Anixter seemed to have hedged its bets with a clause in the early January bid from CD&R (Clayton, Dubilier and Rice) where Anixter could in fact subject to their second amended merger agreement and still be open for a bigger offer from Wesco.

Todays offer is a premium of an additional $3 over the most recent bid and is comprised of a mix of cash and stock options valued at $100 per share. 

The following day, WESCO increased its offer to buy Anixter to $97 a share. Here is the formal release...

Anixter’s January 9, 2020 Press Release:

GLENVIEW, Ill. — Anixter International announced the Anixter Board of Directors determined that an offer from WESCO International constitutes a “Superior Company Proposal” as defined in Anixter’s previously announced definitive agreement and plan of merger with an affiliate of Clayton, Dubilier & Rice.

Under the terms of WESCO’s revised offer, WESCO would acquire Anixter for nominal consideration of $100.00 per share, reflecting an enterprise value of approximately $4.5 billion including net debt. The proposed consideration consists of $70.00 per share in cash, 0.2397 shares of WESCO common stock, and $15.89 per share in face amount of WESCO perpetual preferred stock.

The cash portion of the merger consideration will be increased by up to $2.82 to the extent the value of the WESCO common stock consideration, calculated using a volume weighted average before closing, declines below $14.11 per share, providing Anixter stockholders with 20% down-side protection based on WESCO’s closing price on January 2, 2020. Anixter stockholders would receive the benefit of any increase in the value of the WESCO common stock consideration above $14.11 per share. Based on the closing price on January 8, 2020, the total consideration would be $100.16.

WESCO has told Anixter that the perpetual preferred stock is expected to be listed on the New York Stock Exchange, will be non-callable for five years and will pay dividends at a fixed rate subject to reset every five years. WESCO has also informed the Company that the proposed acquisition of Anixter will not require the approval of WESCO’s stockholders.

“After careful review and consideration and consultation with our financial and legal advisers, the Board of Anixter has determined that the current WESCO offer is superior to the existing CD&R agreement,” said Sam Zell, chairman of Anixter.

Anixter has notified CD&R of the Anixter Board’s determination and, pursuant to the CD&R Merger Agreement, CD&R has the option for the next five business days to negotiate an amendment of that agreement so that WESCO’s offer will no longer be a “Superior Company Proposal.”

Under the CD&R Merger Agreement, Anixter is required to pay a $100 million termination fee to CD&R if the Anixter Board terminates the CD&R Merger Agreement in order to enter into an agreement with WESCO. WESCO has agreed to pay the termination fee on Anixter’s behalf in such event.

At this time, Anixter remains subject to the CD&R Merger Agreement and the Anixter Board has not changed its recommendation in support of the CD&R transaction or the existing CD&R Merger Agreement, or its recommendation that Anixter’s stockholders adopt the CD&R Merger Agreement. There can be no assurances that a transaction with WESCO will result from WESCO’s offer, or that any other transaction will be consummated. There can be no assurance that CD&R will seek to negotiate with Anixter or will make a revised offer.

David Gordon New 400Everyone is an expert in pricing. It’s either too high or too low based upon your role. Salespeople like it low. Management wants it high. The customer wants it “right” which, usually means “competitive” or “It’s reasonable for the value I am receiving.”

And the term “value” is intriguing as it infers that you understand
• the value that you bring
• the value that your product / service brings
• the competitive landscape (which also includes alternatives and inertia)

But I digress. 

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LDS Magiclite LS 400Magic Lite has announced the signing of Lightspec Canada Inc. as their Specification Sales Agent for the GTA.

As the Canadian Division of Lightspec, LLC, NY, this agency is headed by Steve Danzig as President and Neil Whiteford as Sales Manager. This talented sales team has over 150 years combined experience with Lighting Design, Applications, Lighting Controls, Distribution and Project Management. They are committed to bringing attentive service and expertise to their clients for their designs, projects, lighting requirements and acting as their trusted advisor and partner.

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Carol McGloganBy Carol McGlogan

EFC has just polled our members to determine the game changers that keep them up at night. Understandably, COVID-19 topped the list this year. However, talent remained the biggest issue outside of the pandemic. In September, members will have a chance to gather insights from EFC’s most recent research study: Talent for an Emerging Workforce. 

This is not intended as a spoiler alert, but “upskilling of current employees” is identified as one of the critical strategies that members need to employ...

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Manufacturing Sales - JuneManufacturing sales rose by a record 20.7% to $48.7 billion in June, following an 11.6% increase in May. Many factories operated at a much higher capacity in June, with the capacity utilization rate (not seasonally adjusted) for the total manufacturing sector increasing 10.9 percentage points to 73.3%.

Consistent with the increase in sales and capacity utilization in June, the May reference month release of the Canadian Survey on Business Conditions indicated that almost one-fourth (23.9%) of manufacturers expected to increase their number of employees over the next three months. Still, the capacity utilization rate remained 8.0 percentage points below the June 2019 level (81.3%). 

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WescoBy John Kerr

Last week Wesco held its first call detailing its results post merger with Anixter. This meeting followed Wesco’s agreement with Competition Bureau Canada to divest its legacy utility businesses (Trydor, Brews and Laprairie), along with its datacom business with annual revenues approaching CDN$200 million, according to the release of August 6.

Canadian Electrical Wholesaler estimates the merged group after divestitures will reach just under CDN$2 billion, making it the largest electrical distributor in Canada ahead of Sonepar and Rexel...

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CEW supplychain efc 400EFC’s 2nd Annual Supply Chain Summit will be held virtually. You won’t want to miss this event…where the electrical industry meets modern supply chain technologies and emerging trends.

Overview: Digital technologies have amplified the features and functionality of our electrical products and are fast-becoming mainstream in how we service our customers and partners. Learn how your organization can pivot its supply chain strategy towards a digitized and automated enterprise, optimizing supply chain management to reach new service levels, lower costs and improve overall operational effectiveness.

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EIN 55 AD NewCanadaWarehouse 400AD is announcing that its new Canada warehouse and meeting center, located in the greater Toronto area, is officially open for business. The new facility provides Canada-based AD members with redistribution of over 75 product lines of industrial, safety and janitorial items, including private-label brand Tuff Grade.

The original warehouse location came to AD as a part of its merger with IDI in 2019. Until now, it was available exclusively for use by members in the Industrial & Safety-Canada Division. The new facility, nearly double in size from the former location, broadens the scope of AD’s warehousing capabilities to all AD divisions in Canada, paving the way for growth and added services for members.

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Steven WrightMr. Steven Wright joins IMARK Electrical, Inc. as the Vice President of Supplier Relations and Development effective September 1, 2020.  Mr. Wright will report to Jerry Knight who is transitioning to President of IMARK Electrical as of November 1, 2020.

Mr. Wright comes to us with a varied background in wholesale distribution with Vallen / Sonepar, WESCO, Ace & True Value Hardware. 

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CEW Ricard Corinne 400The addition of a new member to Ricard Agency’s team is in line with the growth and development strategy the agency has envisioned for the province of Quebec and the Ottawa region.

As an outside sales representative, Corinne Galarneau will mainly cover the south shore of Montreal as well as the eastern side of the island. She will represent and support manufacturers in Ricard agency’s portfolio while developing strong, ongoing relationships with prospects and customers.

With over 12 years of experience in public relations and marketing, Galarneau excels in business development, more specifically in the sales of world-class products and services.

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CEW 18 PP TimKing 400By Line Goyette

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Previously, Tim served as Southwire Canada’s Director of Finance, HR and Administration. He has a background in economics and finance from Wilfred Laurier University. As a student, he was convinced that having a solid understanding of finance and economics would be an essential foundation to build his professional future. Over the course of his career, he purposefully acquired a broad range of skills, experience and knowledge to succeed in his new role. “I’ve had the opportunity to have worked for two large Fortune 500 corporations and I was very fortunate to have been exposed to many areas of the business. In fact, I have held 9 different roles in 15 years, in finance, operations, marketing and sales.”

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Trevor ElliottBy CEW Editorial Team

Mission Technical Solutions is a recently established sales agency founded by industry veteran Trevor Elliott. Panduit announced it would move to an agent representation model across North America earlier this year and named MTS as its Canadian representative, outside of the Atlantic provinces.

In this role, Elliott brings a long history in both supply and electrical distribution in Canada and he and his team are experienced in the Panduit electrical product line. Joining Elliott are Jean Pierre La France, Dennis Wight, Keith McRobbie, Kevin Wilkinson and Paul Stoynich. 

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