VERNON HILLS, Ill., Nov. 24, 2014 (GLOBE NEWSWIRE) -- CDW Corporation (Nasdaq:CDW), a leading multi‑brand technology solutions provider to business, government, education and healthcare, today announced that its wholly owned subsidiaries CDW LLC and CDW Finance Corporation (together, the "Issuers") intend to offer, subject to market and other customary conditions, $575,000,000 in aggregate principal amount of senior notes due 2024 (the "Notes") in an offering registered under the Securities Act of 1933, as amended (the "Notes Offering").
The Issuers intend to use the proceeds from the Notes Offering, together with cash on hand, to fund the redemption of $541.4 million aggregate principal amount of their outstanding Senior Notes due 2019 (the "2019 Senior Notes") and to pay related fees and expenses. The Issuers currently expect to issue a notice of redemption to holders of the 2019 Senior Notes upon the closing of the Notes 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.
Barclays Capital Inc., J.P. Morgan Securities LLC, Goldman, Sachs & Co., Morgan Stanley & Co. LLC, Deutsche Bank Securities Inc. and BofA Merrill Lynch are acting as joint book‑running managers and Mitsubishi UFJ Securities (USA), Inc. and Wells Fargo Securities, LLC are acting as co-managers for the Notes Offering. The Notes 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 Notes Offering may be obtained from (i) Barclays Capital Inc. c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone (toll-free) at (888) 603-5847 or by e-mail at email@example.com, (ii) J.P. Morgan Securities LLC, 383 Madison Avenue, 3rd Floor, New York, NY 10179, Attention: Syndicate Desk or by telephone (toll-free) at (800) 245-8812, (iii) Goldman, Sachs & Co., Prospectus Department, 200 West Street, New York, NY 10282, by telephone (toll free) at (866) 471-2526, by facsimile at (212) 902-9316 or by e-mail at firstname.lastname@example.org, (iv) 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 email@example.com, (v) Deutsche Bank Securities Inc., Attention: Prospectus Group, 60 Wall Street, New York, New York 10005-2836, by telephone (toll-free) at (800) 503-4611 or by e-mail at firstname.lastname@example.org, (vi) BofA Merrill Lynch, 222 Broadway, New York, NY 10038, Attention: Prospectus Department, by telephone (toll-free) at (800) 294-1322 or by e-mail at email@example.com, (vii) Mitsubishi UFJ Securities (USA), Inc. by telephone (toll-free) at (877) 649-6848 or (viii) Wells Fargo Securities, LLC by telephone (toll-free) at (800) 326-5897.
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, 2014, including a base prospectus dated October 16, 2014, and a preliminary prospectus supplement dated November 24, 2014, to which this communication relates. Copies of the Registration Statement on Form S-3ASR, the base prospectus and the preliminary 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 2019 Senior Notes or any other securities. The Notes Offering is not being made to any person in any jurisdiction in which the offer, solicitation or sale is unlawful.
This press release includes "forward-looking statements," including with respect to the proposed Notes Offering and the anticipated redemption of the 2019 Senior Notes. Forward-looking statements are subject to known and unknown risks and uncertainties, many of which may be beyond our control. Such risks and uncertainties include, but are not limited to, whether the Issuers will in fact offer the Notes or consummate the Notes Offering, which is subject to various conditions, and the anticipated use of the proceeds of the Notes Offering. We caution you that the forward-looking information presented in this press release is not a guarantee of future events, and that 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.
CDW is a Fortune 500 company and a leading multi-brand technology solutions provider to business, government, education and healthcare.
Sari L. Macrie, CFA
Vice President, Investor Relations
Vice President, Corporate Communications