CDW Corporation Form 8-K Summary
Business Context and Reporting Period
This Current Report (Form 8-K) was filed by CDW Corporation on April 6, 2011. The report addresses a specific corporate event regarding a cash tender offer for outstanding senior notes, rather than providing periodic financial performance data.
Key Financial Metrics
The filing does not contain standard financial performance metrics such as revenue, profit, cash flow, or operating margins. The only financial figures disclosed relate to the debt tender offer:
- Maximum Tender Amount: $665,138,000 aggregate principal amount.
- Notes Involved: 11.00% Senior Exchange Notes due 2015 and 11.50% / 12.25% Senior PIK Election Exchange Notes due 2015.
- Tender Status: The amount of notes validly tendered and not withdrawn exceeded the Maximum Tender Amount as of the withdrawal right expiration date.
Material Changes
The primary material event is the expiration of withdrawal rights for the cash tender offer on April 5, 2011, at 5:00 p.m. New York City time. Consequently, the Company announced that it expects to accept only the Maximum Tender Amount ($665,138,000) and will purchase the validly tendered notes on a pro rata basis. The tender offer remains scheduled to expire on April 12, 2011, at 8:00 a.m. New York City time.
Guidance, Outlook, and Risks
The filing does not provide forward-looking guidance on revenue or earnings. The primary contingency noted is the pro rata acceptance of notes due to the oversubscription of the tender offer. The Company indicated that notes may no longer be withdrawn except in limited circumstances described in the Offer to Purchase.
Investor Verification Checklist
- Verify the final acceptance rate and pro rata calculation for the tender offer once the April 12, 2011, deadline passes.
- Confirm the total principal amount of Senior Notes remaining outstanding after the tender offer closes.
- Review the "Offer to Purchase and Consent Solicitation Statement" (dated February 22, 2011) for details on the limited withdrawal circumstances.
- Monitor subsequent filings for the impact of this debt reduction on the Company's leverage ratios and liquidity position.