CDW 2003 Annual Report Download - page 25

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12
As a result of the purchase of selected U.S. assets of Micro Warehouse in September 2003, we obtained the
use of facilities, primarily sales offices in Connecticut, New Jersey, and Virginia, that are leased by Micro
Warehouse. Because we intend to use these facilities only on a short-term basis we are evaluating our future
needs and expect to move into new locations during 2004.
Item 3. Legal Proceedings.
The Company is not currently party to any material legal proceedings.
On September 9, 2003, CDW completed the purchase of certain assets of Bridgeport Holdings, Inc., Micro
Warehouse, Inc., Micro Warehouse, Inc. of Ohio, and Micro Warehouse Gov/Ed, Inc. (collectively, “Micro
Warehouse”). On September 10, 2003, Micro Warehouse filed voluntary petitions for relief under chapter 11 of
title 11 of the United States Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the
District of Delaware (Case No. 03-12825). On January 20, 2004, the Official Committee of Unsecured
Creditors (the “Committee”) appointed in the Micro Warehouse bankruptcy proceedings filed a motion with the
court seeking the production of certain documents for review and certain representatives of CDW for
depositions. CDW believes that the purpose of the motion is to explore whether the purchase of assets of Micro
Warehouse by CDW involved “fraudulent transfers” under the Bankruptcy Code. On February 12, 2004, the
Bankruptcy Court entered an order approving a stipulation between the Committee and CDW whereby CDW
consented to the Committee’s production requests. CDW believes that its transaction with Micro Warehouse
did not constitute a “fraudulent transfer” as it believes that it paid reasonably equivalent value for such assets.
CDW expects that the outcome of the Committee’s inquiry in this matter will have no material effect on CDW’s
financial condition.
Item 4. Submission of Matters to a Vote of Security Holders.
There were no matters submitted during the fourth quarter of 2003 to a vote of security holders.
PART II
Item 5. Market for Registrant’s Common Equity and Related Stockholder Matters.
The following table sets forth for the periods indicated the high and low sales prices for the Company’s
common stock, which is traded on The Nasdaq Stock Market® under the symbol “CDWC”. We believe that as
of February 27, 2004 there were approximately 14,613 beneficial owners of the Company’s common stock. On
July 23, 2003, our Board of Directors declared an annual cash dividend of $0.30 per share, totaling $24.9
million, payable on September 26, 2003, to shareholders of record on September 12, 2003. No dividends were
paid in 2002. Although in future years we plan to announce any dividend following the annual shareholders
meeting, typically held in May, the timing and amount of any future dividends will depend upon the earnings,
cash requirements and financial condition of the Company and other factors deemed relevant by our Board of
Directors.
2003 2002
Quarter Ended Low High Low High
March 31 $ 36.30 $ 47.45 $ 46.32 $ 60.00
June 30 $ 38.86 $ 46.65 $ 41.40 $ 56.90
September 30 $ 44.93 $ 60.55 $ 40.25 $ 52.35
December 31 $ 55.91 $ 63.65 $ 40.50 $ 56.58