[PART I—FINANCIAL INFORMATION](index=3&type=section&id=PART%20I%E2%80%94FINANCIAL%20INFORMATION) [Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements.) Presents unaudited condensed consolidated financial statements, including balance sheets, income statements, cash flows, and detailed notes [Condensed Consolidated Financial Statements](index=4&type=section&id=Condensed%20Consolidated%20Financial%20Statements) Total assets increased to **$5.1 billion**, net income reached **$105.8 million**, and operating cash flow shifted to a net use of **$8.8 million** Condensed Consolidated Balance Sheet Highlights (As of June 30, 2019 vs. Dec 31, 2018) | Account | June 30, 2019 ($ thousands) | December 31, 2018 ($ thousands) | Change (%) | | :--- | :--- | :--- | :--- | | **Total Assets** | **$5,067,936** | **$4,605,036** | **+10.1%** | | Total Current Assets | $2,584,864 | $2,385,640 | +8.3% | | Goodwill | $1,752,800 | $1,722,603 | +1.7% | | **Total Liabilities** | **$2,933,113** | **$2,475,310** | **+18.5%** | | Long-Term Debt, net | $1,399,486 | $1,167,311 | +19.9% | | **Total Stockholders' Equity** | **$2,134,823** | **$2,129,726** | **+0.2%** | Condensed Consolidated Statement of Income Highlights (in thousands, except EPS) | Metric | Q2 2019 | Q2 2018 | YTD 2019 | YTD 2018 | | :--- | :--- | :--- | :--- | :--- | | Net Sales | $2,150,088 | $2,103,994 | $4,111,355 | $4,097,909 | | Income from Operations | $97,950 | $91,183 | $168,675 | $164,423 | | Net Income Attributable to WESCO | $63,464 | $57,940 | $105,832 | $102,361 | | Diluted EPS | $1.45 | $1.22 | $2.37 | $2.15 | Condensed Consolidated Statement of Cash Flows Highlights (Six Months Ended June 30) | Cash Flow Activity ($ thousands) | 2019 | 2018 | | :--- | :--- | :--- | | Net cash (used in) provided by operating activities | $(8,775) | $86,821 | | Net cash used in investing activities | $(50,299) | $(25,068) | | Net cash provided by (used in) financing activities | $50,015 | $(63,749) | | Net change in cash and cash equivalents | $(9,125) | $(7,013) | [Notes to Condensed Consolidated Financial Statements](index=11&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) Details key accounting policies, including lease standard adoption, revenue by market, the Sylvania Lighting Services acquisition, and stock repurchase activities - Effective January 1, 2019, the company adopted the new lease accounting standard (Topic 842), recognizing right-of-use assets of approximately **$240 million** and lease liabilities of approximately **$245 million**[26](index=26&type=chunk) Revenue by End Market (Six Months Ended June 30, in thousands) | End Market | 2019 | 2018 | Change (%) | | :--- | :--- | :--- | :--- | | Industrial | $1,498,825 | $1,519,723 | -1.4% | | Construction | $1,337,483 | $1,321,551 | +1.2% | | Utility | $655,213 | $652,506 | +0.4% | | Commercial, Institutional and Government | $619,834 | $604,129 | +2.6% | | **Total** | **$4,111,355** | **$4,097,909** | **+0.3%** | - On March 5, 2019, WESCO acquired Sylvania Lighting Services Corp. (SLS), a provider of energy-efficient lighting solutions with annual sales of approximately **$100 million**, resulting in goodwill of **$5.9 million**[46](index=46&type=chunk) - On May 7, 2019, the company entered into a **$150.0 million** accelerated stock repurchase (ASR) agreement, receiving an initial **2,394,816 shares**[60](index=60&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A)](index=26&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations.) Management discusses Q2 and H1 2019 financial results, highlighting sales growth, margin improvements, the SLS acquisition, and share repurchase activity [Results of Operations](index=27&type=section&id=Results%20of%20Operations) Q2 2019 net sales rose **2.2%** to **$2.2 billion**, with income from operations up **7.4%** and diluted EPS at **$1.45** Q2 2019 vs. Q2 2018 Performance | Metric | Q2 2019 | Q2 2018 | Change (%) | | :--- | :--- | :--- | :--- | | Net Sales | $2.2B | $2.1B | +2.2% | | Organic Sales Growth | 1.9% | N/A | N/A | | Income from Operations | $98.0M | $91.2M | +7.4% | | Net Income Attributable to WESCO | $63.5M | $57.9M | +9.7% | | Diluted EPS | $1.45 | $1.22 | +18.9% | H1 2019 vs. H1 2018 Performance | Metric | H1 2019 | H1 2018 | Change (%) | | :--- | :--- | :--- | :--- | | Net Sales | $4.1B | $4.1B | +0.3% | | Organic Sales Growth | 1.5% | N/A | N/A | | Income from Operations | $168.7M | $164.4M | +2.6% | | Net Income Attributable to WESCO | $105.8M | $102.4M | +3.3% | | Diluted EPS | $2.37 | $2.15 | +10.2% | [Liquidity and Capital Resources](index=29&type=section&id=Liquidity%20and%20Capital%20Resources) Strong liquidity of **$586.7 million** maintained, but financial leverage increased to **3.4**, and operating cash flow shifted to a net use of **$8.8 million** - Total liquidity as of June 30, 2019, was **$586.7 million**, comprising **$504.8 million** from the Revolving Credit Facility, **$55.0 million** from the Receivables Facility, and **$26.9 million** in cash[121](index=121&type=chunk) Financial Leverage Ratio | Metric | June 30, 2019 | Dec 31, 2018 | | :--- | :--- | :--- | | Total Debt ($M) | $1,434.9 | $1,233.1 | | EBITDA (TTM, $M) | $418.4 | $415.5 | | **Financial Leverage Ratio** | **3.4** | **3.0** | - Net cash used in operating activities for H1 2019 was **$8.8 million**, a decline from **$86.8 million** generated in H1 2018, mainly due to increased working capital needs[129](index=129&type=chunk) - Key financing activities in H1 2019 included the repurchase of **$152.7 million** of common stock and net borrowings to fund operations and the SLS acquisition[134](index=134&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=32&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk.) No material changes to market risk exposures were reported for the quarter ended June 30, 2019 - No material changes to market risk exposures were reported for the quarter ended June 30, 2019[142](index=142&type=chunk) [Controls and Procedures](index=32&type=section&id=Item%204.%20Controls%20and%20Procedures.) Management concluded disclosure controls and internal control over financial reporting were effective, with modifications for the new lease accounting standard - Management concluded that disclosure controls and procedures and internal control over financial reporting were effective as of the end of the period[143](index=143&type=chunk) - Internal controls were modified to accommodate the new lease accounting standard (ASU 2016-02) adopted on January 1, 2019[144](index=144&type=chunk) [PART II—OTHER INFORMATION](index=33&type=section&id=PART%20II%E2%80%94OTHER%20INFORMATION) [Legal Proceedings](index=33&type=section&id=Item%201.%20Legal%20Proceedings.) Management does not expect pending legal proceedings to have a material adverse effect on the company's financial condition or liquidity - Management does not expect pending legal proceedings to have a material adverse effect on the company's financial condition or liquidity[147](index=147&type=chunk) [Risk Factors](index=33&type=section&id=Item%201A.%20Risk%20Factors.) No material changes to risk factors were reported since the last annual report for the fiscal year ended December 31, 2018 - No material changes to risk factors were reported since the last annual report for the fiscal year ended December 31, 2018[148](index=148&type=chunk) [Issuer Purchases of Equity Securities](index=33&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds.) During Q2 2019, the company repurchased **2,397,864 shares** at an average price of **$53.24**, with **$125.0 million** remaining for future repurchases Issuer Purchases of Common Stock (Q2 2019) | Period | Total Shares Purchased | Average Price Paid Per Share | Value of Shares Remaining for Purchase ($M) | | :--- | :--- | :--- | :--- | | April 2019 | 939 | $55.97 | $275.0 | | May 2019 | 2,395,036 | $53.24 | $125.0 | | June 2019 | 1,889 | $49.67 | $125.0 | | **Total Q2** | **2,397,864** | **$53.24** | **$125.0** | - The company's share repurchase authorization was increased from **$300 million** to **$400 million** on October 31, 2018, with the program running through December 31, 2020[150](index=150&type=chunk) [Exhibits](index=34&type=section&id=Item%206.%20Exhibits.) This section lists exhibits filed with the Form 10-Q, including CEO and CFO certifications and XBRL data files - The filing includes required certifications from the Chief Executive Officer and Chief Financial Officer, as well as XBRL Instance Documents[152](index=152&type=chunk)[154](index=154&type=chunk)

[PART I—FINANCIAL INFORMATION](index=3&type=section&id=PART%20I%E2%80%94FINANCIAL%20INFORMATION) This section presents the unaudited condensed consolidated financial statements and related disclosures for the first quarter of 2019, along with management's discussion and analysis [Item 1. Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements.) Unaudited Q1 2019 financial statements show slight decreases in net sales and income, with total assets increasing due to new lease accounting standards and decreased operating cash flow [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) | Balance Sheet Items | March 31, 2019 (in thousands) | December 31, 2018 (in thousands) | | :--- | :--- | :--- | | **Total Assets** | **$4,984,638** | **$4,605,036** | | Total Current Assets | $2,513,750 | $2,385,640 | | Goodwill | $1,740,771 | $1,722,603 | | Operating lease assets | $232,989 | $— | | **Total Liabilities** | **$2,788,276** | **$2,475,310** | | Total Current Liabilities | $1,150,722 | $1,061,946 | | Long-term debt, net | $1,214,276 | $1,167,311 | | Operating lease liabilities | $178,606 | $— | | **Total Stockholders' Equity** | **$2,196,362** | **$2,129,726** | - The adoption of the new lease standard (Topic 842) effective January 1, 2019, resulted in the recognition of approximately **$240 million** in right-of-use assets and **$245 million** in lease liabilities[23](index=23&type=chunk) [Condensed Consolidated Statements of Income and Comprehensive Income](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Income%20and%20Comprehensive%20Income) | Income Statement Items | Three Months Ended Mar 31, 2019 (in thousands) | Three Months Ended Mar 31, 2018 (in thousands) | | :--- | :--- | :--- | | Net sales | $1,961,267 | $1,993,915 | | Income from operations | $70,726 | $73,241 | | Net income | $41,950 | $42,971 | | Net income attributable to WESCO | $42,369 | $44,421 | | Diluted EPS | $0.93 | $0.93 | [Condensed Consolidated Statements of Cash Flows](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) | Cash Flow Items | Three Months Ended Mar 31, 2019 (in thousands) | Three Months Ended Mar 31, 2018 (in thousands) | | :--- | :--- | :--- | | Net cash provided by operating activities | $28,869 | $52,993 | | Net cash used in investing activities | ($38,517) | ($16,422) | | Net cash provided by (used in) financing activities | $19,246 | ($28,827) | | Net change in cash and cash equivalents | $9,757 | $5,944 | [Notes to Condensed Consolidated Financial Statements](index=9&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) Revenue by End Market (Q1 2019 vs Q1 2018) | End Market | Q1 2019 (in thousands) | Q1 2018 (in thousands) | | :--- | :--- | :--- | | Industrial | $736,906 | $758,976 | | Construction | $633,288 | $637,800 | | Utility | $308,269 | $315,546 | | Commercial, Institutional and Government | $282,804 | $281,593 | | **Total** | **$1,961,267** | **$1,993,915** | Revenue by Geography (Q1 2019 vs Q1 2018) | Geography | Q1 2019 (in thousands) | Q1 2018 (in thousands) | | :--- | :--- | :--- | | United States | $1,460,991 | $1,482,718 | | Canada | $384,596 | $398,738 | | Other International | $115,680 | $112,459 | | **Total** | **$1,961,267** | **$1,993,915** | - On March 5, 2019, WESCO acquired certain assets of Sylvania Lighting Services Corp. (SLS), a provider of energy-efficient lighting solutions with annual sales of approximately **$100 million**. The acquisition resulted in goodwill of **$5.5 million**[43](index=43&type=chunk) - The effective tax rate for Q1 2019 was **21.7%**, up from **19.6%** in Q1 2018, primarily due to the full application of the international provisions of U.S. tax reform[65](index=65&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=23&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations.) Q1 2019 net sales decreased 1.6% due to foreign exchange and fewer workdays, though organic sales grew 1.0%, with gross margin expansion offset by higher SG&A expenses [Results of Operations](index=24&type=section&id=Results%20of%20Operations) Organic Sales Growth Reconciliation (Q1 2019) | Metric | Percentage | | :--- | :--- | | Change in net sales | (1.6)% | | Impact from acquisitions | 0.3% | | Impact from foreign exchange rates | (1.3)% | | Impact from number of workdays | (1.6)% | | **Organic sales growth** | **1.0%** | - Cost of goods sold as a percentage of net sales decreased to **80.5%** in Q1 2019 from **80.9%** in Q1 2018, primarily due to the execution of margin improvement initiatives[98](index=98&type=chunk) - SG&A expenses increased to **$296.6 million** (**15.1%** of sales) in Q1 2019 from **$290.8 million** (**14.6%** of sales) in Q1 2018, mainly due to costs from the SLS acquisition and higher payroll expenses[99](index=99&type=chunk) [Liquidity and Capital Resources](index=25&type=section&id=Liquidity%20and%20Capital%20Resources) - As of March 31, 2019, the company had total liquidity of **$780.9 million**, comprising **$533.7 million** under its Revolving Credit Facility, **$210.0 million** under its Receivables Facility, and **$37.2 million** in available cash[106](index=106&type=chunk) Financial Leverage Ratio | Metric | March 31, 2019 | December 31, 2018 | | :--- | :--- | :--- | | EBITDA (TTM, in millions) | $412.3 | $415.5 | | Total debt, net of cash (in millions) | $1,145.2 | $1,136.8 | | **Financial leverage ratio** | **3.0** | **3.0** | - The company plans to use excess cash for growth initiatives, acquisitions, debt reduction, and share repurchases, while closely managing working capital[113](index=113&type=chunk) [Cash Flow](index=27&type=section&id=Cash%20Flow) - Net cash from operating activities was **$28.9 million** in Q1 2019, a decrease from **$53.0 million** in Q1 2018, driven by larger increases in trade accounts receivable and inventories, and a smaller increase in accounts payable[115](index=115&type=chunk) - Investing activities used **$38.5 million**, primarily for acquisition payments of **$27.7 million** (for SLS) and capital expenditures of **$10.8 million**[117](index=117&type=chunk) - Financing activities provided a net **$19.2 million**, reflecting net borrowings on various credit facilities[14](index=14&type=chunk)[118](index=118&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=28&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk.) No material changes to market risk exposures were reported for the quarterly period ended March 31, 2019, compared to the 2018 Annual Report on Form 10-K - No material changes to market risk exposures were reported for the quarterly period ended March 31, 2019[126](index=126&type=chunk) [Item 4. Controls and Procedures](index=28&type=section&id=Item%204.%20Controls%20and%20Procedures.) Management concluded disclosure controls and procedures were effective as of March 31, 2019, with internal controls modified for the new lease accounting standard - The principal executive officer and principal financial officer concluded that the company's disclosure controls and procedures and internal control over financial reporting were effective as of the end of the period[127](index=127&type=chunk) - Internal controls were modified to accommodate the adoption of the new lease standard (ASU 2016-02), but no other changes materially affected internal control over financial reporting[128](index=128&type=chunk) [PART II—OTHER INFORMATION](index=29&type=section&id=PART%20II%E2%80%94OTHER%20INFORMATION) This section covers legal proceedings, risk factors, equity security sales, and a list of exhibits filed with the Form 10-Q [Item 1. Legal Proceedings](index=29&type=section&id=Item%201.%20Legal%20Proceedings.) The company is involved in various lawsuits and claims, but management does not anticipate a material adverse effect on financial condition or liquidity - Management believes that the outcome of pending litigation is unlikely to have a material adverse effect on WESCO's financial condition or liquidity[131](index=131&type=chunk) [Item 1A. Risk Factors](index=29&type=section&id=Item%201A.%20Risk%20Factors.) No material changes to the risk factors previously disclosed in the 2018 Annual Report on Form 10-K were reported - No material changes to risk factors were reported since the 2018 Annual Report on Form 10-K[132](index=132&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=29&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds.) During Q1 2019, the company repurchased 412,018 shares of common stock at an average price of $52.71, with $275.0 million remaining for future repurchases Issuer Purchases of Common Stock (Q1 2019) | Period | Total Shares Purchased | Average Price Paid Per Share | Shares Purchased as Part of Program | Remaining Authorization (in millions) | | :--- | :--- | :--- | :--- | :--- | | Jan 2019 | 2,821 | $50.39 | — | $275.0 | | Feb 2019 | 31,893 | $55.67 | — | $275.0 | | Mar 2019 | 377,304 | $52.47 | 365,272 | $275.0 | | **Total** | **412,018** | **$52.71** | **365,272** | | - The Board of Directors has authorized a share repurchase program of up to **$400 million**, effective through December 31, 2020[134](index=134&type=chunk) [Item 6. Exhibits](index=30&type=section&id=Item%206.%20Exhibits.) This section lists the exhibits filed with the Form 10-Q, including CEO and CFO certifications and XBRL interactive data files - The report includes required certifications from the Chief Executive Officer and Chief Financial Officer, as well as XBRL data files[136](index=136&type=chunk)[138](index=138&type=chunk)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 or o 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 (State or other jurisdiction of incor ...