CDW units start follow-on tender offer for 11% notes, toggle notes

By Angela McDaniels

Tacoma, Wash., April 21 - CDW Corp. subsidiaries CDW LLC and CDW Finance Corp. began a tender offer for up to $412,844,000 of their 11% senior exchange notes due 2015 and 11½%/12¼% senior payment-in-kind election exchange notes due 2015, according to a company news release.

Holders will receive $1,090 per $1,000 principal amount of notes plus accrued interest up to but excluding the payment date.

The tender offer will expire at 8 a.m. ET on May 19.

If the amount of notes tendered exceeds the cap, the notes will be purchased on a pro rata basis with adjustments in order to avoid the purchase of notes in a principal amount other than multiples of $1,000, in the case of the 11% notes, and other than multiples of $1.00, in the case of the toggle notes.

The tender offer is subject to the receipt of enough funds to purchase the tendered notes.

On April 20, CDW Escrow Corp. priced a $450 million add-on to its 8½% senior notes due 2019. If at least $412,844,000 has been tendered in the offer as of the expiration date, the proceeds of the add-on will be released to the issuers and used, along with borrowings under their revolving credit facility, to fund the tender offer.

As previously reported, the issuer purchased $519,248,000 of the 11% notes and $145,889,034 of the toggle notes in a tender offer and consent solicitation that expired on April 12. The companies received enough consents to eliminate substantially all of the restrictive covenants and some events of default in the indenture.

The price in that offer was also $1,090 per note.

Following the offer, $370,752,000 of the 11% notes and $171,084,966 of the toggle notes remained outstanding.

The dealer manager and solicitation agent is J.P. Morgan Securities LLC (800 245-8812 or 212 270-1200). The information agent and tender agent is D.F. King & Co., Inc. (800 290-6429 or 212 269-5550).

CDW is a Vernon Hills, Calif.-based provider of information technology solutions and services.

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