Wesco Aircraft Holdings, Inc. (NYSE: WAIR), a leading provider of comprehensive supply chain management services to the global aerospace industry, today announced that it has filed a registration statement on Form S-3 with the Securities and Exchange Commission (the “SEC”). Upon being declared effective by the SEC, the resale registration statement will allow for certain employees and former employees of the Company (collectively, the “employee stockholders”) to participate in a registered block trade, pursuant to which the employee stockholders will be permitted to sell up to 1.8 million shares of the Company’s common stock in the aggregate after the shares are delivered to the employee stockholders in satisfaction of the terms of certain restricted stock unit awards that were granted in 2006 in connection with our recapitalization with The Carlyle Group. The delivery of the shares will result in a taxable event for the employee stockholders and the proceeds received by the employee stockholders through the block trade are expected to be used to cover a portion of this tax liability. The Company’s board of directors has authorized the Company to pay cash, in lieu of the delivery of up to 1.0 million shares in the aggregate, in satisfaction of a portion of the restricted stock unit awards held by the employee stockholders pursuant to the terms of the applicable equity incentive plan.
The resale registration statement was filed with the SEC but has not yet become effective. The shares of the Company’s common stock that may be resold by the employee stockholders under the resale registration statement may not be sold nor may offers to buy be accepted before the time the resale registration statement becomes effective. This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to any registration or qualification under the securities laws of such jurisdiction. Any offer of securities covered by the resale registration statement may be made solely by means of the prospectus included in the registration statement containing specific information about the terms of any such offering.