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Table of Contents
CDW CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
together generated aggregate net proceeds of $424.7 million to the Company after deducting underwriting discounts, expenses and transaction costs.
The following pre-tax IPO-related expenses and secondary-offering-related expenses were included within Selling and administrative expenses in the Consolidated
Statements of Operations for the years ended December 31, 2015, 2014 and 2013, respectively.
Years Ended December 31,
(in millions)
2015
2014
2013
Acceleration charge for certain equity awards and related employer payroll taxes (1)
$ —
$ —
$ 40.7
RDU Plan cash retention pool accrual (2)
—
—
7.5
Management services agreement termination fee (3)
—
—
24.4
Other expenses (4)
0.9
1.4
2.4
IPO- and secondary-offering-related expenses
$ 0.9
$ 1.4
$ 75.0
(1) For discussion of the impact of the IPO on the Company’s equity awards, see Note 11 (Equity-Based Compensation) .
(2) For discussion of the RDU Plan, see Note 13 (Coworker Retirement and Other Compensation Benefits) .
(3) Represents the payment of a termination fee to affiliates of Madison Dearborn and Providence Equity in connection with the termination of the
management services agreement with such entities.
(4) Other expenses include secondary-offering expenses of $0.9 million , $1.4 million and $0.6 million for the years ended December 31, 2015, 2014 and
2013, respectively.
The Company has completed the following secondary public offerings, whereby certain selling stockholders sold shares of common stock to the underwriters. The
Company did not receive any proceeds from these sales of shares.
Secondary Offering Shares
Completion Date of Secondary
Offering
Overallotment Shares (1)
Completion Date of
Overallotment Shares
Secondary Offering Expenses
(in millions)
15,000,000
11/19/2013
2,250,000
12/18/2013
$ 0.6
10,000,000
3/12/2014
1,500,000
3/12/2014
$ 0.4
15,000,000
5/28/2014
2,250,000
6/4/2014
$ 0.5
15,000,000
9/8/2014 (2)
—
—
$ 0.3
15,000,000
12/8/2014
2,250,000
12/8/2014
$ 0.2
10,000,000
5/22/2015
1,500,000
5/22/2015
$ 0.3
11,250,000
8/18/2015
1,687,500
8/18/2015
$ 0.2
8,000,000
11/30/2015
1,200,000
12/9/2015
$ 0.4
(1) Under each underwriting agreement, the selling stockholders granted the underwriters an option, exercisable for thirty days, to purchase up to the
additional amount of shares noted.
(2) The option to purchase additional shares was not exercised in connection with the September 2014 secondary offering.
Share Repurchase Program
On November 6, 2014, the Company announced that its Board of Directors approved a $500.0 million share repurchase program effective immediately under which
the Company may repurchase shares of its common stock in the open market or through privately negotiated transactions, depending on share price, market
conditions and other factors. The share repurchase program does not obligate the Company to repurchase any dollar amount or number of shares, and repurchases
may be commenced or suspended from time to time without prior notice.
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