CDW CORPORATION (NASDAQ:CDW) Files An 8-K Entry into a Material Definitive Agreement
Item1.01.
| Entry into a Material Definitive Agreement |
On March31, 2017, CDW LLC (CDW) amended, extended and increased
the size of its senior secured asset-based revolving credit
facility. The terms of the revolving credit facility are set
forth in the Second Amended and Restated Revolving Loan Credit
Agreement, dated March31, 2017, by and among CDW, the lenders
party thereto, JPMorgan Chase Bank, N.A., as administrative
agent, Wells Fargo Commercial Distribution Finance, LLC, as
floorplan funding agent, and the joint lead arrangers, joint
bookrunners, co-collateral agents, co-syndication agents and
co-documentation agents party thereto (the Second AR Revolving
Loan Agreement). The Second AR Revolving Loan Agreement amends
and restates CDWs prior revolving loan credit agreement, dated
June6, 2014, by and among CDW, the lenders party thereto,
JPMorgan Chase Bank, N.A., as administrative agent, Wells Fargo
Commercial Distribution Finance, LLC, as floorplan funding agent,
and the joint lead arrangers, joint bookrunners, co-collateral
agents, co-syndication agents and co-documentation agents party
thereto, as previously amended, modified and supplemented.
Borrowings under the revolving credit facility will continue to
bear interest at a variable interest rate (based on one of two
indices, either LIBOR or an alternate base rate outlined in the
Second AR Revolving Loan Agreement) plus an applicable margin
based upon average daily excess cash availability.
The Second AR Revolving Loan Agreement, among other things,
(i)increases the overall revolving credit facility from $1,250.0
million to $1,450.0 million, (ii)extends the maturity date from
June6, 2019 to March31, 2022, and (iii)eliminates the
ratings-based adjustment to the pricing grid, providing for
interest rate margins at the reduced interest rate margins
previously applicable only if CDW satisfied the ratings-based
requirement.
CDWs ability to borrow under the revolving credit facility
remains limited by a minimum liquidity condition, which continues
to provide that, if excess cash availability is less than the
lesser of (i)$125.0 million and (ii)the greater of (A)10% of the
borrowing base and (B)$100.0 million, the lenders are not
required to lend any additional amounts under the revolving
credit facility unless the consolidated fixed charge coverage
ratio (as described in the Second AR Revolving Loan Agreement) is
at least 1.00 to 1.00.
The descriptions of the Second AR Revolving Loan Agreement
contained in this Current Report on Form 8-K are qualified in
their entirety by reference to the complete text of the Second AR
Revolving Loan Agreement, a copy of which is filed herewith as
Exhibit10.1, which is incorporated herein by reference.
| Item2.03. |
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The discussion of the Second AR Revolving Loan Agreement set
forth under Item1.01 of this Current Report on Form 8-K is
incorporated herein by reference.
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| Item9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits |
|
ExhibitNo. |
Description |
|
| 10.1 |
Second Amended and Restated Revolving Loan Credit Agreement, dated March31, 2017, by and among CDW LLC, the lenders party thereto, JPMorgan Chase Bank, N.A., as administrative agent, Wells Fargo Commercial Distribution Finance, LLC, as floorplan funding agent, and the joint lead arrangers, joint bookrunners, co-collateral agents, co-syndication agents and co-documentation agents party thereto. |
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About CDW CORPORATION (NASDAQ:CDW)
CDW Corporation (CDW) provides integrated information technology (IT) solutions. The Company’s segments include Corporate, Public and Other. The Corporate segment consists of private sector business customers. The Corporate segment is divided into a medium/large business customer channel, serving customers with approximately 100 employees and a small business customer channel, serving customers with over 100 employees. The Public segment consists of government agencies and education and healthcare institutions. The Other segment includes CDW Advanced Services, Canada and Kelway. The CDW Advanced Services business consists of customized engineering services delivered by technology specialists and engineers, and managed services that include infrastructure as a service offering. Its array of offerings ranges from discrete hardware and software products to integrated IT solutions, such as mobility, security, data center optimization, cloud computing, virtualization and collaboration. CDW CORPORATION (NASDAQ:CDW) Recent Trading Information
CDW CORPORATION (NASDAQ:CDW) closed its last trading session up +0.33 at 57.71 with 528,914 shares trading hands.