CDW Corporation Announces Upsizing and  Pricing of Registered Offering of $700 Million of Senior Notes due 2029

Rhea-AI Summary

CDW Corporation (NASDAQ: CDW) announced a $700 million offering of 3.25% senior notes due in 2029, increasing its initial offering by $70 million. The notes are priced at 100% of par and the sale is expected to conclude on August 13, 2020. Proceeds will be used to redeem $600 million of outstanding senior notes due 2025 at a redemption price of 103.75%, as well as cover related fees and expenses. The offering is guaranteed by CDW Corporation and its subsidiaries.

Positive

• Increased senior note offering by $70 million to $700 million.
• Notes priced at 100% of par.

Negative

• Redemption of 2025 Senior Notes contingent upon closing of the Note Offering.

LINCOLNSHIRE, Ill., Aug. 10, 2020 (GLOBE NEWSWIRE) -- CDW Corporation (NASDAQ: CDW), a leading multi-brand technology solutions provider to business, government, education and healthcare customers in the United States, the United Kingdom and Canada, today announced that its wholly owned subsidiaries CDW LLC and CDW Finance Corporation (together, the “Issuers”) have priced an offering of $700 million in aggregate principal amount of 3.25% senior notes due 2029 (the “Notes”), representing an increase of $70 million in aggregate principal amount from the initially proposed offering size, in an offering registered under the Securities Act of 1933, as amended (the “Note Offering”). The Notes were priced at 100 % of par. The sale of the Notes is expected to be completed on August 13, 2020, subject to customary closing conditions.

The Issuers intend to use the proceeds from the Note Offering (a) to fund the redemption of all of their outstanding $600 million aggregate principal amount of Senior Notes due 2025 (the “2025 Senior Notes”) at a redemption price of 103.75% of the principal amount redeemed plus accrued and unpaid interest to the date of redemption and (b) to pay fees and expenses related to such redemption and the Note Offering. The remaining proceeds will be used for general corporate purposes. The Issuers have issued a conditional notice of redemption to holders of the 2025 Senior Notes. The redemption of the 2025 Senior Notes is contingent upon the pricing and closing of the Note Offering.

The Notes will be fully and unconditionally guaranteed, jointly and severally, on a senior unsecured basis by CDW Corporation and by certain of CDW LLC’s current and future direct and indirect wholly owned domestic subsidiaries.

Morgan Stanley & Co. LLC, Barclays Capital Inc., Wells Fargo Securities, LLC, J.P. Morgan Securities LLC, BofA Securities, Inc., Capital One Securities, Inc., MUFG Securities Americas Inc., Goldman Sachs & Co. LLC and RBC Capital Markets, LLC are acting as joint book‑running managers and U.S. Bancorp Investments, Inc. and Siebert Williams Shank & Co., LLC are acting as co-managers for the Note Offering. The Note Offering is being made only by means of a prospectus supplement and an accompanying base prospectus. Copies of the preliminary prospectus supplement and the accompanying base prospectus relating to the Note Offering may be obtained from (i) Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, New York, NY 10014, by telephone (toll-free) at (866) 718-1649 or by e-mail at prospectus@morganstanley.com, (ii) Barclays Capital Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone at (866) 603-5847 or by e-mail at Barclaysprospectus@broadridge.com, (iii) Wells Fargo Securities, LLC, 550 S. Tryon Street, 5th Floor, Charlotte, NC 28202, by fax at (704) 410-4874 (with such fax to be confirmed by telephone to (704) 410-4885) Attention: Leveraged Syndicate or by e-mail at IBCMDCMLSHYLeveragedSyndicate@wellsfargo.com, (iv) J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, Attn: Prospectus Department, 1155 Long Island Avenue, Edgewood, NY 11717, or by telephone: 1-866-803-9204, (v) BofA Securities, Inc., NC1-004-0343, 200 North College Street, 3rd floor, Charlotte, NC 28255-0001, Attn: Prospectus Department, or by email at dg.prospectus_requests@bofa.com, (vi) Capital One Securities, Inc., by e-mail at cos-onboarding@capitalone.com, (vii) MUFG Securities Americas Inc., Attention: Capital Markets Group, 1221 Avenue of the Americas, 6th Floor, New York, NY 10020 by telephone at (877) 649-6848, (viii) Goldman Sachs & Co. LLC, Goldman Sachs & Co. LLC, Prospectus Department, 200 West Street, New York, NY 10282, telephone: 1-866-471-2526, facsimile: 212-902-9316 or by emailing Prospectus-ny@ny.email.gs.com, (ix) ROYAL BANK OF CANADA, 200 Vesey Street, New York, New York 10281, (x) U.S. Bancorp Investments, Inc., by telephone (toll-free) at (877) 558-2607 or (xi) Siebert Williams Shank & Co., LLC, by telephone at (212) 830-4536 or by e-mail at dfinkelstein@siebertwilliams.com.

CDW Corporation, the Issuers and the subsidiary guarantors of the Notes filed a Registration Statement on Form S-3ASR, which was effective upon filing on October 16, 2017, including a base prospectus dated October 16, 2017, and a preliminary prospectus supplement dated August 10, 2020, to which this communication relates. Copies of the Registration Statement on Form S-3ASR, the base prospectus and the preliminary prospectus supplement and, when available, copies of the final prospectus supplement can be accessed through the Securities and Exchange Commission’s website at www.sec.gov.

This press release is for informational purposes only and shall not constitute (i) an offer to sell or the solicitation of an offer to buy the Notes or any other securities or (ii) an offer to buy, or a notice of redemption with respect to, the 2025 Senior Notes or any other securities. The Note Offering is not being made to any person in any jurisdiction in which the offer, solicitation or sale is unlawful.

Forward-Looking Statements

This press release includes “forward-looking statements,” including with respect to the proposed Note Offering and the anticipated redemption of the 2025 Senior Notes. Forward-looking statements are subject to known and unknown risks and uncertainties, many of which may be beyond our control that could cause actual results to differ materially from those described in such statements. Such risks and uncertainties include, but are not limited to, whether the Issuers consummate the Note Offering, which is subject to customary closing conditions, and the anticipated use of the proceeds of the Note Offering. Although CDW believes that the forward-looking information presented in this press release are reasonable, it can give no assurance that such expectations will prove correct, and actual events may differ materially from those made in or suggested by the forward-looking information contained in this press release. Any forward‑looking information presented herein is made only as of the date of this press release, and we do not undertake any obligation to update or revise any forward-looking information to reflect changes in assumptions, the occurrence of unanticipated events, or otherwise.

About CDW
CDW Corporation (Nasdaq:CDW) is a leading multi-brand technology solutions provider to business, government, education and healthcare customers in the United States, the United Kingdom and Canada. A Fortune 500 company and member of the S&P 500 Index, CDW was founded in 1984 and employs over 10,000 coworkers. For the trailing twelve months ended June 30, 2020, CDW generated Net sales over $18 billion. For more information about CDW, please visit www.CDW.com.

Contact:
Investor Inquiries:
Brittany A. Smith
Vice President, Investor Relations and Financial Planning and Analysis
(847) 968-0238
investorrelations@cdw.com

Media Inquiries:
Sara Granack
Vice President, Corporate Communications
(847) 419-7411
mediarelations@cdw.com

CDWPR-FI

FAQ

What is the amount of the senior notes offering by CDW?

CDW has announced a $700 million offering of senior notes.

What is the interest rate and maturity of CDW's senior notes?

The interest rate is 3.25% with a maturity date in 2029.

When is the expected closing date for the CDW senior notes offering?

The expected closing date is August 13, 2020.

What will CDW use the proceeds from the notes for?

Proceeds will be used to redeem existing senior notes and for general corporate purposes.

What is the redemption price for the 2025 Senior Notes?

The redemption price is 103.75% of the principal amount plus accrued interest.