8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): November 15, 2018

Wesco Aircraft Holdings, Inc.

(Exact name of registrant as specified in its charter)

DELAWARE	001-35253	20-5441563
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

24911 Avenue Stanford

Valencia, California 91355

(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code: (661) 775-7200

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

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Item 2.02Results of Operations and Financial Condition.

On November 15, 2018, Wesco Aircraft Holdings, Inc. (the “Company”) announced its financial results for the fiscal quarter ended September 30, 2018. The full text of the press release issued by the Company in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K. Following the publication of this earnings release, the Company is scheduled to host an earnings call at 2:00 pm (PST) or 5:00 pm (EST) on November 15, 2018 to discuss its financial results for the fiscal quarter ended September 30, 2018. The investor presentation materials used for the call are attached as Exhibit 99.2 hereto.

On November 15, 2018, the Company posted the materials attached as Exhibits 99.1 and 99.2 on its website (www.wescoair.com).

The information in this Current Report on Form 8-K (including Exhibits 99.1 and 99.2) is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number	Description
99.1	Press Release, issued by the Company on November 15, 2018
99.2	Investor Presentation Materials for the Earnings Conference Call

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		WESCO AIRCRAFT HOLDINGS, INC.
Date:	November 15, 2018	By:	/s/ Kerry A. Shiba
			Kerry A. Shiba Executive Vice President and Chief Financial Officer

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EX-99.1

Exhibit 99.1

Wesco Aircraft Holdings Reports

Fiscal 2018 Fourth Quarter and Full Year Results

Provides Outlook for Fiscal 2019

VALENCIA, Calif., November 15, 2018 - Wesco Aircraft Holdings, Inc. (NYSE: WAIR), the world's leading independent distributor and provider of comprehensive supply chain management services to the global aerospace industry, today announced results for its fiscal 2018 fourth quarter ended September 30, 2018.

Fiscal 2018 Fourth Quarter Highlights

• Net sales of $406.8 million, up 12.5 percent

• Net income of $7.3 million, or $0.07 per diluted share

• Adjusted net income⁽¹⁾ of $18.2 million, or $0.18 per diluted share

• Adjusted earnings before interest, taxes, depreciation and amortization⁽¹⁾ (EBITDA) of $36.7 million, or 9.0 percent of net sales

Todd Renehan, chief executive officer, commented, “Net sales in the fourth quarter increased at a robust pace, reflecting continued positive aerospace market conditions and greater demand for supply chain services. At the same time, we maintained control over ongoing operating expenses as we proceeded deeper into Wesco 2020 execution. We also significantly reduced our inventory investment in the fourth quarter compared to last year, which helped drive positive cash flow from operations in the quarter and fiscal year.

“The stronger operational and financial performance we achieved in fiscal 2018 established a baseline that we intend to sustain and improve upon in fiscal 2019 while making more foundational changes to the business through our Wesco 2020 initiatives. As previously disclosed, we expect Wesco 2020 to generate significant run-rate benefits, with realization in fiscal 2019 to be partially

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offset by implementation costs. We anticipate full realization of Wesco 2020 benefits to be achieved in fiscal 2020.”

Fiscal 2018 Fourth Quarter Results

Net sales of $406.8 million in the fiscal 2018 fourth quarter were $45.3 million, or 12.5 percent, higher than the same period last year, reflecting an increase in long-term contracts, growth in ad-hoc sales and one-time sales of approximately $6 million associated with contract claims. The increase in long-term contracts was primarily due to higher chemical and hardware volume with new and existing customers, while ad-hoc growth reflected increased ordering by several key customers.

Gross profit was $98.8 million in the fourth quarter of fiscal 2018, compared with $87.5 million in the fiscal 2017 fourth quarter. The increase in gross profit compared to the same period last year was primarily due to higher sales volume.

Selling, general and administrative (SG&A) expenses totaled $76.4 million in the fiscal 2018 fourth quarter, compared with $67.5 million in the same period last year. The increase in SG&A expenses was primarily due to costs associated with the company’s Wesco 2020 initiatives, including consulting fees of approximately $5 million and retention-focused compensation expenses of approximately $2 million. SG&A expenses were 18.8 percent of net sales in the fiscal 2018 fourth quarter, compared with 18.7 percent in the same period last year.

Income from operations totaled $22.4 million, or 5.5 percent of net sales, in the fiscal 2018 fourth quarter. This compares with income from operations of $20.0 million, or 5.5 percent of net sales, in the same period last year. The increase in income from operations reflects higher gross profit, partially offset by an increase in SG&A expenses.

Net income was $7.3 million, or $0.07 per diluted share, in the fiscal 2018 fourth quarter. This compares with a net loss of $38.3 million, or $0.39 per diluted share, in the same period last year. The net loss in last year’s fourth quarter primarily reflects a previously disclosed non-cash income tax charge of $37.5 million on accumulated foreign earnings. Adjusted net income⁽¹⁾ in the fiscal 2018 fourth quarter was $18.2 million, or $0.18 per diluted share, compared with $8.4 million, or $0.08 per diluted share, in the same period last year.

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Adjusted EBITDA⁽¹⁾ in the fiscal 2018 fourth quarter was $36.7 million, compared with $30.4 million in the same period last year. Adjusted EBITDA margin⁽¹⁾ was 9.0 percent, compared with 8.4 percent in the same period last year.

Net cash provided by operating activities totaled $36.9 million in the fiscal 2018 fourth quarter, an improvement of $31.0 million compared with $5.9 million in the same period last year. Free cash flow⁽¹⁾ was $35.3 million in the fiscal 2018 fourth quarter, compared with $3.8 million in the same period last year, an improvement of $31.5 million. Improvements in net cash provided by operating activities and free cash flow were primarily due to a decline in inventory investment and an increase in net income.

Fiscal 2018 Results

Net sales were $1,570.5 million in fiscal 2018, an increase of 9.9 percent compared with fiscal 2017, primarily due to higher long-term contracts and ad-hoc sales, as well as one-time sales of approximately $17 million associated with contract claims.

Income from operations totaled $109.5 million, or 7.0 percent of net sales, in fiscal 2018. This compares with a loss from operations of $208.8 million in fiscal 2017. The increase in income from operations primarily reflects higher gross profit and a previously disclosed $311.1 million non-cash goodwill impairment charge recorded in fiscal 2017, partially offset by an increase in SG&A expenses.

Net income was $32.7 million, or $0.33 per diluted share, in fiscal 2018, compared with a net loss of $237.3 million, or $2.40 per diluted share, in fiscal 2017. Adjusted net income⁽¹⁾ was $75.0 million, or $0.75 per diluted share in fiscal 2018, compared with $57.9 million, or $0.59 per diluted share, in fiscal 2017.

Adjusted EBITDA⁽¹⁾ in fiscal 2018 was $161.2 million, or 10.3 percent of net sales, compared with $136.6 million, or 9.6 percent of net sales, in fiscal 2017.

Net cash provided by operating activities totaled $17.9 million in fiscal 2018, an improvement of $44.8 million compared with net cash used in operating activities of $26.9 million in fiscal 2017. Free cash flow⁽¹⁾ was $12.2 million in fiscal 2018, an improvement of $48.1 million compared with negative free cash flow⁽¹⁾ of $35.9 million in fiscal 2017. Improvements in net cash provided by operating activities and free cash flow were primarily due to an increase in net income and a decline in inventory investment.

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Fiscal 2019 Outlook

The company expects net sales in fiscal 2019 to increase at a mid-single-digit percentage rate compared to fiscal 2018, primarily due to new business, volume increases on existing contracts and growth in ad-hoc sales. Higher sales volume, Wesco 2020 benefits and expense leverage are expected to drive a high-single-digit percentage increase in adjusted EBITDA .

Conference Call Information

Wesco Aircraft will hold a conference call to discuss its fiscal 2018 fourth quarter and full year results at 2:00 p.m. PST (5:00 p.m. EST) today, November 15, 2018. The conference call can be accessed by dialing 866-763-0010 (domestic) or 703-871-3797 (international) and entering passcode 1656768.

The conference call will be simultaneously broadcast on Wesco Aircraft’s Investor Relations website (http://ir.wescoair.com).

Following the live webcast, a replay will be available on the company’s website for one year. A telephonic replay also will be available approximately two hours after the conference call and may be accessed by dialing 855-859-2056 (domestic) or 404-537-3406 (international) and entering passcode 1656768. The telephonic replay will be available until November 22, 2018 at 11:59 p.m. EST.

About Wesco Aircraft

Wesco Aircraft is the world’s leading independent distributor and provider of comprehensive supply chain management services to the global aerospace industry. The company’s services range from traditional distribution to the management of supplier relationships, quality assurance, kitting, just-in-time delivery, chemical management services, third-party logistics or fourth-party logistics and point-of-use inventory management. The company believes it offers one of the world’s broadest portfolios of aerospace products, including C-class hardware, chemicals and electronic components and comprised of more than 563,000 active SKUs.

To learn more about Wesco Aircraft, visit our website at www.wescoair.com. Follow Wesco Aircraft on LinkedIn at https://www.linkedin.com/company/wesco-aircraft-corp.

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Footnotes

⁽¹⁾ Non-GAAP financial measure - see the tables following this press release for reconciliations of GAAP to non-GAAP results.

Non-GAAP Financial Information

Adjusted net income represents net income (loss) before: (i) amortization of intangible assets, (ii) amortization or write-off of deferred issuance costs, (iii) special items and (iv) the tax effect of items (i) through (iii) above calculated using an estimated effective tax rate.

Adjusted basic earnings per share represents basic earnings per share calculated using adjusted net income as opposed to net income (loss).

Adjusted diluted earnings per share represents diluted earnings per share calculated using adjusted net income as opposed to net income (loss).

Adjusted EBITDA represents net income (loss) before: (i) income tax provision, (ii) net interest expense, (iii) depreciation and amortization and (iv) special items.

Adjusted EBITDA margin represents adjusted EBITDA divided by net sales.

Free cash flow represents net cash provided by (used in) operating activities less purchases of property and equipment.

Wesco Aircraft utilizes and discusses adjusted net income, adjusted basic earnings per share, adjusted diluted earnings per share, adjusted EBITDA, adjusted EBITDA margin and free cash flow, which are non-GAAP measures management uses to evaluate the company’s business, because it believes these measures assist investors and analysts in comparing the company’s performance across reporting periods on a consistent basis by excluding items that management does not believe are indicative of the company’s core operating performance. Wesco Aircraft believes these metrics are used in the financial community, and the company presents these metrics to enhance understanding of its operating performance. Readers should not consider adjusted EBITDA and adjusted net income as alternatives to net income (loss), determined in accordance with GAAP, as an indicator of operating performance. Adjusted net income, adjusted basic earnings per share, adjusted diluted earnings per share, adjusted EBITDA, adjusted EBITDA margin and free cash flow are not measurements of financial performance under GAAP, and these metrics may not be comparable to similarly titled measures of other companies. See the tables following

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this press release for reconciliations of adjusted net income, adjusted basic earnings per share, adjusted diluted earnings per share, adjusted EBITDA, adjusted EBITDA margin and free cash flow to the most directly comparable financial measures calculated and presented in accordance with GAAP.

Forward-Looking Statements

This press release contains forward-looking statements (including within the meaning of the Private Securities Litigation Reform Act of 1995) concerning Wesco Aircraft Holdings, Inc. These statements may discuss goals, intentions and expectations as to future plans, trends, events, results of operations or financial condition, or otherwise, based on current beliefs of management, as well as assumptions made by, and information currently available to, management. In some cases, readers can identify forward-looking statements by the use of forward-looking terms such as “achieve,” “anticipate,” “believe,” “continue,” “drive,” “execute,” “expect,” “improve,” “intend,” “outlook,” “sustain,” “will” or similar words, phrases or expressions. These forward-looking statements are subject to various risks and uncertainties, many of which are outside the company’s control. Therefore, the reader should not place undue reliance on such statements.

Factors that could cause actual results to differ materially from these forward-looking statements include, but are not limited to, the following: general economic and industry conditions; conditions in the credit markets; changes in military spending; risks unique to suppliers of equipment and services to the U.S. government; risks associated with the loss of significant customers, a material reduction in purchase orders by significant customers, or the delay, scaling back or elimination of significant programs on which the company relies; the company’s ability to effectively compete in its industry; risks associated with the company’s long-term, fixed-price agreements that have no guarantee of future sales volumes; the company’s ability to effectively manage its inventory; the company’s suppliers’ ability to provide it with the products the company sells in a timely manner, in adequate quantities and/or at a reasonable cost, while also meeting the company’s customers’ quality standards; the company’s ability to maintain effective information technology systems and effectively implement its new warehouse management system; the company’s ability to successfully execute and realize the expected financial benefits from its “Wesco 2020” initiative; the company’s ability to retain key personnel; risks associated with the company’s international operations, including exposure to foreign currency movements; changes in trade policies; risks associated with assumptions the company makes in connection with its critical accounting estimates (including goodwill, excess and obsolete inventory and valuation allowance of the company’s deferred tax

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assets) and legal proceedings; changes in U.S. income tax law; the company’s dependence on third-party package delivery companies; fuel price risks; fluctuations in the company’s financial results from period-to-period; environmental risks; risks related to the handling, transportation and storage of chemical products; risks related to the aerospace industry and the regulation thereof; risks related to the company’s indebtedness; and other risks and uncertainties.

The foregoing list of factors is not exhaustive. The reader should carefully consider the foregoing factors and the other risks and uncertainties that affect the company’s business, including those described in Wesco Aircraft’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and other documents filed from time to time with the Securities and Exchange Commission. All forward-looking statements included in this news release (including information included or incorporated by reference herein) are based upon information available to the company as of the date hereof, and the company undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise.

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Contact Information:

Jeff Misakian

Vice President, Investor Relations

661-362-6847

Jeff.Misakian@wescoair.com

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Wesco Aircraft Holdings, Inc.

Consolidated Statements of Income (Loss)

(UNAUDITED)

(In thousands, except share data)

	Three Months Ended September 30,						Fiscal Year Ended September 30,
	2018			2017			2018			2017
Net sales	$	406,817		$	361,552		$	1,570,450		$	1,429,429
Cost of sales	308,017			274,065			1,167,294			1,067,522
Gross profit	98,800			87,487			403,156			361,907
Selling, general and administrative expenses	76,428			67,517			293,688			259,588
Goodwill impairment charge	—			—			—			311,114
Income (loss) from operations	22,372			19,970			109,468			(208,795		)
Interest expense, net	(12,360		)	(10,292		)	(48,880		)	(39,821		)
Other (expense) income, net	(367		)	80			24			369
Income (loss) before income taxes	9,645			9,758			60,612			(248,247		)
(Provision) benefit for income taxes	(2,371		)	(48,045		)	(27,958		)	10,901
Net income (loss)	$	7,274		$	(38,287	)	$	32,654		$	(237,346	)
Net income (loss) per share:
Basic	$	0.07		$	(0.39	)	$	0.33		$	(2.40	)
Diluted	$	0.07		$	(0.39	)	$	0.33		$	(2.40	)
Weighted average shares outstanding:
Basic	99,214,233			98,906,379			99,156,998			98,700,879
Diluted	99,922,457			98,906,379			99,500,477			98,700,879

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Wesco Aircraft Holdings, Inc.

Condensed Consolidated Balance Sheets (UNAUDITED)

(In thousands)

	September 30, 2018		September 30, 2017
Assets
Cash and cash equivalents	$	46,222	$	61,625
Accounts receivable, net	283,775		256,301
Inventories	884,212		827,870
Prepaid expenses and other current assets	15,291		13,733
Income taxes receivable	2,017		3,617
Total current assets	1,231,517		1,163,146
Long-term assets	557,959		590,961
Total assets	$	1,789,476	$	1,754,107
Liabilities and Stockholders’ Equity
Accounts payable	$	180,494	$	184,273
Accrued expenses and other current liabilities	42,767		35,329
Income taxes payable	2,295		3,290
Capital lease obligations, current portion	2,205		2,952
Short-term borrowings and current portion of long-term debt	74,000		75,000
Total current liabilities	301,761		300,844
Capital lease obligations, less current portion	2,329		2,013
Long-term debt, less current portion	771,777		788,838
Deferred income taxes	2,803		3,197
Other liabilities	18,337		9,484
Total liabilities	1,097,007		1,104,376
Total stockholders’ equity	692,469		649,731
Total liabilities and stockholders’ equity	$	1,789,476	$	1,754,107

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Wesco Aircraft Holdings, Inc.

Condensed Consolidated Statements of Cash Flows (UNAUDITED)

(In thousands)

	Fiscal Year Ended September 30,
	2018			2017
Cash flows from operating activities
Net income (loss)	$	32,654		$	(237,346	)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities
Depreciation and amortization	29,256			28,352
Amortization of deferred debt issuance costs	5,688			6,143
Stock-based compensation expense	9,252			7,335
Inventory provision	16,780			12,900
Goodwill impairment charge	—			311,114
Deferred income taxes	9,172			(21,070		)
Other non-cash items	(395		)	1,659
Subtotal	102,407			109,087
Changes in assets and liabilities
Accounts receivable	(28,393		)	(8,531		)
Inventories	(73,106		)	(129,772		)
Other current and long-term assets	1,909			(8,148		)
Accounts payable	(3,430		)	2,201
Other current and long-term liabilities	18,481			8,235
Net cash provided by (used in) operating activities	17,868			(26,928		)
Cash flows from investing activities
Purchase of property and equipment	(5,666		)	(8,923		)
Net cash used in investing activities	(5,666		)	(8,923		)
Cash flows from financing activities
Proceeds from short-term borrowings	67,500			77,000
Repayment of short-term borrowings	(68,500		)	(22,000		)
Repayment of borrowings and capital lease obligations	(23,001		)	(23,451		)
Debt issuance costs	(1,900		)	(12,796		)
Net cash (paid) received for activities related to stock-based incentive plans	(1,243		)	1,892
Net cash (used in) provided by financing activities	(27,144		)	20,645
Effect of foreign currency exchange rate on cash and cash equivalents	(461		)	(230		)
Net decrease in cash and cash equivalents	(15,403		)	(15,436		)
Cash and cash equivalents, beginning of period	61,625			77,061
Cash and cash equivalents, end of period	$	46,222		$	61,625

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Wesco Aircraft Holdings, Inc.

Non-GAAP Financial Information - Adjusted Net Income and

Adjusted Earnings Per Share (UNAUDITED)

(Dollars in thousands, except share data)

	Three Months Ended September 30,						Fiscal Year Ended September 30,
	2018			2017			2018			2017
Adjusted Net Income
Net income (loss)	$	7,274		$	(38,287	)	$	32,654		$	(237,346	)
Amortization of intangible assets	3,714			3,753			14,855			14,936
Amortization of deferred debt issuance costs	1,388			1,007			5,688			6,143
Goodwill impairment	—			—			—			311,114
Special items (1)	7,362			2,788			22,441			5,587
Adjustments for tax effect (2)	(1,578		)	39,128			(660		)	(42,498		)
Adjusted net income	$	18,160		$	8,389		$	74,978		$	57,936
Adjusted Earnings Per Share
Weighted-average number of basic shares outstanding	99,214,233			98,906,379			99,156,998			98,700,879
Adjusted net income per basic share	$	0.18		$	0.08		$	0.76		$	0.59
Adjusted Diluted Earnings Per Share
Weighted-average number of diluted shares outstanding	99,922,457			98,906,379			99,500,477			98,700,879
Adjusted net income per diluted share	$	0.18		$	0.08		$	0.75		$	0.59

⁽¹⁾ Special items in the fourth quarter of fiscal 2018 consisted primarily of consulting fees of $4.7 million and other costs of $2.3 million associated with the company’s Wesco 2020 initiative. Special items in the fourth quarter of fiscal 2017 consisted of business realignment and other expenses of $2.8 million.

Special items in fiscal 2018 consisted primarily of consulting fees of $16.1 million and other costs of $4.3 million associated with the company’s Wesco 2020 initiative, as well as settlement of litigation and related fees of $1.3 million. Special items in fiscal 2017 consisted of business realignment and other expenses of $5.6 million.

⁽²⁾ The adjustment for tax effect in the fourth quarter of fiscal 2018 included a $1.9 million tax provision related to the adjustment of deferred tax assets and liabilities to reflect the reduction of the U.S. federal tax rate, a $0.8 million tax provision on foreign earnings as a transition tax and a $0.9 million tax benefit related to the release of a previously recorded deferred tax liability on unremitted foreign earnings, all of which were related to the Tax Cuts and Jobs Act. The adjustment for tax effect in the fourth quarter of fiscal 2017 included a $37.5 million tax provision for accumulated foreign earnings and a $4.3 million tax provision for other discrete tax items.

The adjustments for tax effect in fiscal 2018 included a $39.5 million tax provision related to the adjustment of deferred tax assets and liabilities to reflect the reduction of the U.S. federal tax rate, a $9.9 million tax provision on foreign earnings as a transition tax and a $38.6 million tax benefit related to the release of a previously recorded deferred tax liability on unremitted foreign earnings, all of which were related to the Tax Cuts and Jobs Act. The adjustment for tax effect in fiscal 2017 included a $37.5 million tax provision for accumulated foreign earnings, a $10.6 million valuation allowance on deferred tax assets and a $4.3 million tax provision for other discrete tax items.

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Wesco Aircraft Holdings, Inc.

Non-GAAP Financial Information - EBITDA and Adjusted EBITDA (UNAUDITED)

(Dollars in thousands)

	Three Months Ended September 30,						Fiscal Year Ended September 30,
	2018			2017			2018			2017
Net Sales	$	406,817		$	361,552		$	1,570,450		$	1,429,429
EBITDA and Adjusted EBITDA
Net income (loss)	$	7,274		$	(38,287	)	$	32,654		$	(237,346	)
Provision (benefit) for income taxes	2,371			48,045			27,958			(10,901		)
Interest expense, net	12,360			10,292			48,880			39,821
Depreciation and amortization	7,347			7,540			29,256			28,352
EBITDA	29,352			27,590			138,748			(180,074		)
Goodwill impairment	—			—			—			311,114
Special items (1)	7,362			2,788			22,441			5,587
Adjusted EBITDA	$	36,714		$	30,378		$	161,189		$	136,627
Adjusted EBITDA margin	9.0		%	8.4		%	10.3		%	9.6		%

⁽¹⁾ Special items in the fourth quarter of fiscal 2018 consisted primarily of consulting fees of $4.7 million and other costs of $2.3 million associated with the company’s Wesco 2020 initiative. Special items in the fourth quarter of fiscal 2017 consisted of business realignment and other expenses of $2.8 million.

Special items in fiscal 2018 consisted primarily of consulting fees of $16.1 million and other costs of $4.3 million associated with the company’s Wesco 2020 initiative, as well as settlement of litigation and related fees of $1.3 million. Special items in fiscal 2017 consisted of business realignment and other expenses of $5.6 million.

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Wesco Aircraft Holdings, Inc.

Non-GAAP Financial Information - Free Cash Flow (UNAUDITED)

(Dollars in thousands)

	Three Months Ended September 30,						Increase  (Decrease)
	2018			2017
Net cash provided by operating activities	$	36,933		$	5,918		$	31,015
Purchase of property and equipment	(1,657		)	(2,092		)	435
Free cash flow	$	35,276		$	3,826		$	31,450
	Fiscal Year Ended September 30,						Increase  (Decrease)
	2018			2017
Net cash provided by (used in) operating activities	$	17,868		$	(26,928	)	$	44,796
Purchase of property and equipment	(5,666		)	(8,923		)	3,257
Free cash flow	$	12,202		$	(35,851	)	$	48,053

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EX-99.2

Q4 2018 EARNINGS CALL PRESENTATION November 15, 2018 Todd Renehan Chief Executive Officer Kerry Shiba Executive Vice President and Chief Financial Officer Information in this presentation should be read in conjunction with Wesco Aircraft’s earnings press release and tables for the fiscal 2018 fourth quarter.

Disclaimer This presentation contains forward-looking statements (including within the meaning of the Private Securities Litigation Reform Act of 1995) concerning Wesco Aircraft Holdings, Inc. (“Wesco Aircraft” or the “Company”). These statements may discuss goals, intentions and expectations as to future plans, trends, events, results of operations or financial condition, or otherwise, based on current beliefs of management, as well as assumptions made by, and information currently available to, management. In some cases, you can identify forward-looking statements by the use of forward-looking terms such as “accelerate,” “address,” “anticipate,” “assume,” “believe,” “continue,” “deliver,” “drive,” “estimate,” “execute,” “expect,” “future,” “grow,” “implement,” “improve,” “initiate,” “initiative,” “opportunity,” “outlook,” “target,” “will” or similar words, phrases or expressions. These forward- looking statements are subject to various risks and uncertainties, many of which are outside the Company’s control. Therefore, you should not place undue reliance on such statements. Factors that could cause actual results to differ materially from these forward-looking statements include, but are not limited to, the following: general economic and industry conditions; conditions in the credit markets; changes in military spending; risks unique to suppliers of equipment and services to the U.S. government; risks associated with the loss of significant customers, a material reduction in purchase orders by significant customers, or the delay, scaling back or elimination of significant programs on which the Company relies; the Company’s ability to effectively compete in its industry; risks associated with the Company’s long-term, fixed-price agreements that have no guarantee of future sales volumes; the Company’s ability to effectively manage its inventory; the Company’s suppliers’ ability to provide it with the products the Company sells in a timely manner, in adequate quantities and/or at a reasonable cost, while also meeting customers’ quality standards; the Company’s ability to maintain effective information technology systems and effectively implement its new warehouse management system; the Company’s ability to successfully execute and realize the expected financial benefits from its “Wesco 2020” initiative; the Company’s ability to retain key personnel; risks associated with the Company’s international operations, including exposure to foreign currency movements; changes in trade policies; risks associated with assumptions the Company makes in connection with its critical accounting estimates (including goodwill, excess and obsolete inventory and valuation allowance of the company’s deferred tax assets) and legal proceedings; changes in U.S. income tax law; the Company’s dependence on third-party package delivery companies; fuel price risks; fluctuations in the Company’s financial results from period-to-period; environmental risks; risks related to the handling, transportation and storage of chemical products; risks related to the aerospace industry and the regulation thereof; risks related to the Company’s indebtedness; and other risks and uncertainties. The foregoing list of factors is not exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties that affect the Company’s business, including those described in the Company’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and other documents filed from time to time with the Securities and Exchange Commission. All forward-looking statements included in this presentation (including information included or incorporated by reference herein) are based upon information available to the Company as of the date hereof, and the Company undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise. The Company utilizes and discusses Adjusted Net Income, Adjusted Basic Earnings Per Share (EPS), Adjusted Diluted EPS, Adjusted Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA), Adjusted EBITDA Margin and Free Cash Flow, which are non-GAAP measures its management uses to evaluate its business, because the Company believes these measures assist investors and analysts in comparing its performance across reporting periods on a consistent basis by excluding items that management does not believe are indicative of the Company’s core operating performance. The Company believes these metrics are used in the financial community, and the Company presents these metrics to enhance understanding of its operating performance. You should not consider Adjusted EBITDA and Adjusted Net Income as alternatives to Net Income (Loss), determined in accordance with GAAP, as an indicator of operating performance. Adjusted Net Income, Adjusted Basic EPS, Adjusted Diluted EPS, Adjusted EBITDA, Adjusted EBITDA Margin and Free Cash Flow are not measurements of financial performance under GAAP, and these metrics may not be comparable to similarly titled measures of other companies. See the Appendix for reconciliations of Adjusted Net Income, Adjusted Basic EPS, Adjusted Diluted EPS, Adjusted EBITDA and Adjusted EBITDA Margin to the most directly comparable financial measures calculated and presented in accordance with GAAP. Wesco Aircraft Proprietary Visit www.wescoair.com 2

Overview Q4 2018 Operating and Financial Results Q4 2018 Results Strong sales growth; gross profit improvement $407M Net Sales Continuing to invest in Wesco 2020 for the long term 10 bps Gross Margin Expansion* Higher sales volumes drove profit improvement $0.07 / $0.18 Diluted EPS / Adjusted Diluted EPS** Improved operating and free cash flow in Q4 and full year 60 bps Adjusted EBITDA Improving operating metrics – continuing to drive change Margin** Expansion* $37M Deeper execution of Wesco 2020 initiatives Net Cash Provided by Operating Activities * Q4 2018 results compared to the same period in fiscal 2017. ** See appendix for reconciliation and information regarding non-GAAP measures. Wesco Aircraft Proprietary Visit www.wescoair.com 3

Business Update One-time sales benefit of approximately $6 million; solid underlying growth of 11% Double-digit ad-hoc sales growth – higher customer ordering Long-term contract increase – new business, higher volumes with existing customers Robust ad-hoc bookings; solid pipeline of new business opportunities SG&A as percent of sales lower, excluding Wesco 2020 costs Progress managing inventory – tighter processes; more effective use of business tools Wesco Aircraft Proprietary Visit www.wescoair.com 4

Wesco 2020 Update Deeper Execution of Wesco 2020 Initiatives FOOTPRINT Initiated inventory transfers closer to customers; executing footprint optimization OPTIMIZATION ALIGN FACILITY Building out existing distribution centers; securing new locations INVESTMENT ORGANIZATIONAL Streamlined organizational structure and reduced administrative functions STRUCTURE REFINE GLOBAL CENTERS * Implementing new processes in SIOP , procurement, pricing; investing in capabilities OF EXCELLENCE Selected new warehouse management system – deploying in fiscal 2019 AUTOMATION INVEST Continuing to upgrade tools to manage inventory more effectively BUSINESS TOOLS * SIOP – Sales Inventory and Operations Planning Wesco Aircraft Proprietary Visit www.wescoair.com 5

Net Sales Summary Net Sales Net sales increase of 11% year/year, excluding one-time sales ($ in millions) benefit of $6M related to contract claims $410.4 $406.8 . Long-term contract increase of 7% due to: . Growth in chemical and hardware volumes $361.6 . Ramp-up of new business wins . Ad-hoc increase of 22% – ability to service broad-based increase in orders Net sales stable sequentially, excluding one-time items in both periods; higher ad-hoc and chemical offset by seasonally lower hardware Q4 2017 Q3 2018 Q4 2018 Wesco Aircraft Proprietary Visit www.wescoair.com 6

Income Statement Summary (Dollars in Millions, Except Per Share Data) Q4 2017 Q3 2018 Q4 2018 Fourth Quarter Commentary Net sales $361.6 $410.4 $406.8 Income from operations improved year/year due to increase in gross Income from operations $20.0 $29.3 $22.4 profit offset by higher SG&A Operating margin 5.5% 7.1% 5.5% Gross profit/margin higher year/year, reflecting higher sales volume Gross profit/margin lower sequentially primarily due to decline in Net (loss) income $(38.3) $10.8 $7.3 chemical margins Diluted (loss) earnings per share $(0.39) $0.11 $0.07 SG&A increase primarily due to consulting fees and other Wesco 2020 costs, as well as higher incentive compensation Adjusted net income* $8.4 $20.1 $18.2 Interest expense year/year increase reflects higher interest rates Adjusteddiluted earnings per share* $0.08 $0.20 $0.18 Lower income tax expense primarily reflects $38M non-cash charge on accumulated foreign earnings in Q4 2017 * Adjusted EBITDA $30.4 $44.5 $36.7 Effective tax rate for fiscal 2019 estimated to be 30-35% Adjusted EBITDA margin* 8.4% 10.8% 9.0% * See appendix for reconciliation and information regarding non-GAAP measures Wesco Aircraft Proprietary Visit www.wescoair.com 7

Balance Sheet Summary Sept 30, Dec 31, March 31, June 30, Sept 30, At Period End 2017 2017 2018 2018 2018 ($ in millions) Cash and cash equivalents $61.6 $41.9 $35.9 $45.6 $46.2 Accounts receivable, net 256.3 253.6 287.1 302.1 283.8 Inventories 827.9 856.3 889.3 893.5 884.2 Accounts payable 184.3 161.7 194.1 192.9 180.5 Total debt 863.8 877.7 880.7 877.2 845.8 Stockholders’ equity 649.7 652.4 672.1 682.3 692.5 Wesco Aircraft Proprietary Visit www.wescoair.com 8

Cash Flow Summary Sept 30, Dec 31, March 31, June 30, Sept 30, Quarter Ended 2017 2017 2018 2018 2018 ($ in millions) Net (loss) income $(38.3) $(0.4) $15.0 $10.8 $7.3 Adjustments to reconcile net (loss) income to net cash provided by (used in) operating activities 56.3 15.7 11.8 16.3 25.9 Changes in assets and liabilities (12.1) (45.2) (32.8) (10.3) 3.7 Net cash provided by (used in) operating activities 5.9 (29.9) (6.0) 16.8 36.9 Purchase of property and equipment (2.1) (1.3) (1.6) (1.1) (1.6) Free cash flow 3.8 (31.2) (7.6) 15.7 35.3 Wesco Aircraft Proprietary Visit www.wescoair.com 9

Closing Remarks Improved performance in fiscal 2018 – above-market growth, increased profitability Wesco 2020 focused on remaining performance gaps and driving long-term improvement Accelerating pace of Wesco 2020 execution in fiscal 2019 Wesco 2020 expected to generate at least $30M in annualized pre-tax benefits Fiscal 2019 benefit realization expected to be partially offset by implementation costs Full benefit realization anticipated in fiscal 2020 Wesco Aircraft Proprietary Visit www.wescoair.com 10

Fiscal 2019 Outlook Fiscal 2019 Financial Outlook Net sales – mid-single-digit growth* Adjusted EBITDA – high-single-digit growth* Outlook Assumptions New business and growth in existing long-term contracts Ad-hoc sales benefit from strong customer relationships and inventory position Higher sales volume, Wesco 2020 benefits and expense leverage drive improved profitability Continued healthy market environment * Percentage change compared to fiscal 2018 Wesco Aircraft Proprietary Visit www.wescoair.com 11

APPENDIX

Non-GAAP Financial Information ‘‘Adjusted Net Income’’ represents Net Income (Loss) before: (i) amortization of intangible assets, (ii) amortization or write-off of deferred issuance costs, (iii) special items and (iv) the tax effect of items (i) through (iii) above calculated using an estimated effective tax rate. “Adjusted Basic EPS” represents Basic EPS calculated using Adjusted Net Income as opposed to Net Income (Loss). “Adjusted Diluted EPS” represents Diluted EPS calculated using Adjusted Net Income as opposed to Net Income (Loss). ‘‘Adjusted EBITDA’’ represents Net Income (Loss) before: (i) income tax provision, (ii) net interest expense, (iii) depreciation and amortization and (iv) special items; “Adjusted EBITDA Margin” represents Adjusted EBITDA divided by Net Sales. “Free Cash Flow” represents net cash provided by (used in) operating activities less purchases of property and equipment. The Company utilizes and discusses Adjusted Net Income, Adjusted Basic EPS, Adjusted Diluted EPS, Adjusted EBITDA, Adjusted EBITDA Margin and Free Cash Flow, which are non-GAAP measures its management uses to evaluate its business, because the Company believes these measures assist investors and analysts in comparing its performance across reporting periods on a consistent basis by excluding items that management does not believe are indicative of the Company’s core operating performance. The Company believes these metrics are used in the financial community, and the Company presents these metrics to enhance understanding of its operating performance. You should not consider Adjusted EBITDA and Adjusted Net Income as alternatives to Net Income (Loss), determined in accordance with GAAP, as an indicator of operating performance. Adjusted Net Income, Adjusted Basic EPS, Adjusted Diluted EPS, Adjusted EBITDA, Adjusted EBITDA Margin and Free Cash Flow are not measurements of financial performance under GAAP, and these metrics may not be comparable to similarly titled measures of other companies. See the following slides for reconciliations of Adjusted Net Income, Adjusted Basic EPS, Adjusted Diluted EPS, Adjusted EBITDA and Adjusted EBITDA Margin to the most directly comparable financial measures calculated and presented in accordance with GAAP. Wesco Aircraft Proprietary Visit www.wescoair.com 13

Non-GAAP Financial Information Wesco Aircraft Holdings, Inc. Non-GAAP Financial Information - Adjusted Net Income and Adjusted Earnings Per Share (UNAUDITED) (Dollars in thousands, except share data) Three Months Ended September 30, June 30, September 30,   2017 2018 2018 Adjusted Net Income       Net (loss) income $ (38,287) $ 10,754 $ 7,274 Amortization of intangible assets 3,753 3,714 3,714 Amortization of deferred debt issuance costs 1,007 1,389 1,388 Special items (1) 2,788 7,574 7,362 Adjustments for tax effect (2) 39,128 (3,283) (1,578) Adjusted net income $ 8,389 $ 20,148 $ 18,160 Adjusted Basic Earnings Per Share Weight-average number of basic shares outstanding 98,906,379 99,180,632 99,214,233 Adjusted net incomer per basic share $ 0.08 $ 0.20 $ 0.18 Adjusted Diluted Earnings Per Share Weight-average number of diluted shares outstanding 98,906,379 99,739,217 99,922,457 Adjusted net income per diluted share $ 0.08 $ 0.20 $ 0.18 (1) Special items in the fourth quarter of fiscal 2017 consisted of business realignment and other expenses of $2.8 million. Special items in the third quarter of fiscal 2018 consisted primarily of consulting fees of $5.6 million and other costs of $1.9 million associated with the company's Wesco 2020 initiative. Special items in the fourth quarter of fiscal 2018 consisted primarily of consulting fees of $4.7 million and other costs of $2.3 million associated with the company's Wesco 2020 initiative.  (2) The adjustment for tax effect in the fourth quarter of fiscal 2017 included a $37.5 million tax provision for accumulated foreign earnings and a $4.3 million tax provision for other discrete tax items. The adjustment for tax effect in the fourth quarter of fiscal 2018 included a $1.9 million tax provision related to the adjustment of deferred tax assets and liabilities to reflect the reduction of the U.S. federal tax rate, a $0.8 million tax provision on foreign earnings as a transition tax and a $0.9 million tax benefit related to the release of a previously recorded deferred tax liability on unremitted foreign earnings, all of which were related to the Tax Cuts and Jobs Act. Wesco Aircraft Proprietary Visit www.wescoair.com 14

Non-GAAP Financial Information Wesco Aircraft Holdings, Inc. Non-GAAP Financial Information - EBITDA and Adjusted EBITDA (UNAUDITED) (Dollars In thousands) Three Months Ended September 30, June 30, September 30,   2017 2018 2018 Net Sales $ 361,552 $ 410,359 $ 406,817 EBITDA and Adjusted EBITDA Net (loss) income $ (38,287) $ 10,754 $ 7,274 Provision for income taxes 48,045 6,096 2,371 Interest expense, net 10,292 12,717 12,360 Depreciation and amortization 7,540 7,368 7,347 EBITDA 27,590 36,935 29,352 Special items (1) 2,788 7,574 7,362 Adjusted EBITDA $ 30,378 $ 44,509 $ 36,714 Adjusted EBITDA margin 8.4% 10.8% 9.0% (1) Special items in the fourth quarter of fiscal 2017 consisted of business realignment and other expenses of $2.8 million. Special items in the third quarter of fiscal 2018 consisted primarily of consulting fees of $5.6 million and other costs of $1.9 million associated with the company's Wesco 2020 initiative. Special items in the fourth quarter of fiscal 2018 consisted primarily of consulting fees of $4.7 million and other costs of $2.3 million associated with the company's Wesco 2020 initiative.  Wesco Aircraft Proprietary 15 Visit www.wescoair.com

THANK YOU FOR YOUR INTEREST IN WESCO AIRCRAFT For more information, please visit www.wescoair.com.