Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2017 | Oct. 27, 2017 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | CDW Corp | |
Entity Central Index Key | 1,402,057 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 153,062,826 |
Consolidated Balance Sheets (Un
Consolidated Balance Sheets (Unaudited) - USD ($) $ in Millions | Sep. 30, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 97.9 | $ 263.7 |
Accounts receivable, net of allowance for doubtful accounts of $6.2 and $5.9, respectively | 2,311.3 | 2,168.6 |
Merchandise inventory | 549 | 452 |
Miscellaneous receivables | 380.8 | 234.9 |
Prepaid expenses and other | 153.5 | 118.9 |
Total current assets | 3,492.5 | 3,238.1 |
Property and equipment, net | 162.5 | 163.7 |
Goodwill | 2,477.6 | 2,455 |
Other intangible assets, net | 937.1 | 1,055.6 |
Other assets | 32.1 | 36 |
Total assets | 7,101.8 | 6,948.4 |
Current liabilities: | ||
Accounts payable-trade | 1,224.6 | 1,072.9 |
Accounts payable-inventory financing | 541.3 | 580.4 |
Current maturities of long-term debt | 41.5 | 18.5 |
Deferred revenue | 228.4 | 172.6 |
Accrued expenses: | ||
Compensation | 138.3 | 167.6 |
Interest | 15.4 | 25.1 |
Sales taxes | 30.2 | 38 |
Advertising | 122.6 | 55.8 |
Income taxes | 31.6 | 2.6 |
Other | 184.8 | 147.2 |
Total current liabilities | 2,558.7 | 2,280.7 |
Long-term liabilities: | ||
Debt | 3,388.4 | 3,215.9 |
Deferred income taxes | 315.9 | 369.2 |
Other liabilities | 32.3 | 37.1 |
Total long-term liabilities | 3,736.6 | 3,622.2 |
Commitments and contingencies (Note 12) | ||
Stockholders’ equity: | ||
Preferred stock, $0.01 par value, 100.0 shares authorized, no shares issued or outstanding for both periods | 0 | 0 |
Common stock, $0.01 par value, 1,000.0 shares authorized, 152.9 and 160.3 shares issued and outstanding, respectively | 1.5 | 1.6 |
Paid-in capital | 2,903.9 | 2,857.3 |
Accumulated deficit | (1,997.2) | (1,673.8) |
Accumulated other comprehensive loss | (101.7) | (139.6) |
Total stockholders’ equity | 806.5 | 1,045.5 |
Total liabilities and stockholders’ equity | $ 7,101.8 | $ 6,948.4 |
Consolidated Balance Sheets (U3
Consolidated Balance Sheets (Unaudited) (Parentheticals) - USD ($) shares in Millions, $ in Millions | Sep. 30, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 6.2 | $ 5.9 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, authorized (in shares) | 100 | 100 |
Preferred stock, issued (in shares) | 0 | 0 |
Preferred stock, outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 1,000 | 1,000 |
Common stock, shares issued (in shares) | 152.9 | 160.3 |
Common stock, shares outstanding (in shares) | 152.9 | 160.3 |
Consolidated Statements Of Oper
Consolidated Statements Of Operations (Unaudited) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Income Statement [Abstract] | ||||
Net sales | $ 4,033.9 | $ 3,708.2 | $ 11,353 | $ 10,489.5 |
Cost of sales | 3,391.9 | 3,093.9 | 9,517.4 | 8,740.2 |
Gross profit | 642 | 614.3 | 1,835.6 | 1,749.3 |
Selling and administrative expenses | 352 | 334.9 | 1,062.9 | 1,009 |
Advertising expense | 46.3 | 41.9 | 128.1 | 118.3 |
Income from operations | 243.7 | 237.5 | 644.6 | 622 |
Interest expense, net | (37.8) | (37.6) | (113.4) | (112.6) |
Net loss on extinguishments of long-term debt | 0 | (2.1) | (57.4) | (2.1) |
Other income | 0.7 | 0.4 | 1.9 | 2.3 |
Income before income taxes | 206.6 | 198.2 | 475.7 | 509.6 |
Income tax benefit (expense) | (77.4) | (72.3) | (147.9) | (188.4) |
Net income | $ 129.2 | $ 125.9 | $ 327.8 | $ 321.2 |
Net income per common share: | ||||
Basic (in dollars per share) | $ 0.84 | $ 0.78 | $ 2.10 | $ 1.95 |
Diluted (in dollars per share) | $ 0.83 | $ 0.76 | $ 2.06 | $ 1.93 |
Weighted-average common shares outstanding: | ||||
Basic (in shares) | 153.8 | 162.1 | 156.3 | 164.8 |
Diluted (in shares) | 156.2 | 164.9 | 159.2 | 166.9 |
Cash dividends declared per common share (in dollars per share) | $ 0.1600 | $ 0.1075 | $ 0.4800 | $ 0.3225 |
Consolidated Statements Of Comp
Consolidated Statements Of Comprehensive Income (Unaudited) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | ||
Statement of Comprehensive Income [Abstract] | |||||
Net income | $ 129.2 | $ 125.9 | $ 327.8 | $ 321.2 | |
Foreign currency translation, net | [1] | 13.9 | (11.9) | 39.3 | (54.7) |
Unrealized gain (loss) from hedge accounting, net | [2] | 0.3 | 0 | (1.4) | 0 |
Other comprehensive income (loss), net | 14.2 | (11.9) | 37.9 | (54.7) | |
Comprehensive income | 143.4 | 114 | 365.7 | 266.5 | |
Tax expense (benefit) on foreign currency translation | 0.3 | $ 0.1 | 0.3 | $ (0.3) | |
Tax expense (benefit) on unrealized loss from hedge accounting | $ 0.2 | $ (0.9) | |||
[1] | Net of tax expense of $0.3 million and $0.1 million for the three months ended September 30, 2017 and 2016, respectively, and net of tax expense of $0.3 million and tax benefit of $0.3 million for the nine months ended September 30, 2017 and 2016, respectively. | ||||
[2] | Net of tax expense of $0.2 million for the three months ended September 30, 2017, and tax benefit of $0.9 million for the nine months ended September 30, 2017. |
Consolidated Statement of Share
Consolidated Statement of Shareholders' Equity (Unaudited) - 9 months ended Sep. 30, 2017 - USD ($) shares in Millions, $ in Millions | Total | Preferred Stock | Common Stock | Paid-in Capital | Accumulated Deficit | Accumulated Other Comprehensive Loss | |
Balance as of December 31, 2016 at Dec. 31, 2016 | $ 1,045.5 | $ 0 | $ 1.6 | $ 2,857.3 | $ (1,673.8) | $ (139.6) | |
Preferred stock, issued, beginning balance (in shares) at Dec. 31, 2016 | 0 | 0 | |||||
Common stock, shares issued, beginning balance (in shares) at Dec. 31, 2016 | 160.3 | 160.3 | |||||
Shareholders' Equity (Deficit) [Roll Forward] | |||||||
Net income | $ 327.8 | 327.8 | |||||
Equity-based compensation expense | 29.3 | 29.3 | |||||
Stock option exercises | 9.1 | 9.1 | |||||
Stock option exercises (in shares) | 1.4 | ||||||
Coworker Stock Purchase Plan | 7.6 | 7.6 | |||||
Coworker Stock Purchase Plan (in shares) | 0.1 | ||||||
Repurchases of common stock | (534) | $ (0.1) | (533.9) | ||||
Repurchases of common stock (in shares) | (8.9) | ||||||
Dividends | (74.7) | 0.6 | (75.3) | ||||
Incentive compensation plan shares withheld for taxes | (42) | (42) | |||||
Foreign currency translation | 39.3 | [1] | 39.3 | ||||
Unrealized loss from hedge accounting | (1.4) | (1.4) | |||||
Balance as of September 30, 2017 at Sep. 30, 2017 | $ 806.5 | $ 0 | $ 1.5 | $ 2,903.9 | $ (1,997.2) | $ (101.7) | |
Preferred stock, issued, ending balance (in shares) at Sep. 30, 2017 | 0 | 0 | |||||
Common stock, shares issued, ending balance (in shares) at Sep. 30, 2017 | 152.9 | 152.9 | |||||
[1] | Net of tax expense of $0.3 million and $0.1 million for the three months ended September 30, 2017 and 2016, respectively, and net of tax expense of $0.3 million and tax benefit of $0.3 million for the nine months ended September 30, 2017 and 2016, respectively. |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Cash flows from operating activities: | ||
Net income | $ 327.8 | $ 321.2 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 195.2 | 190.7 |
Equity-based compensation expense | 33.6 | 28.1 |
Deferred income taxes | (55.2) | (74.8) |
Allowance for doubtful accounts | 0.3 | 0 |
Amortization of deferred financing costs, debt premium and debt discount, net | 4 | 4.4 |
Net loss on extinguishments of long-term debt | 57.4 | 2.1 |
Gain on interest rate cap agreements | (0.5) | 0 |
Other | 0.1 | 0.5 |
Changes in assets and liabilities: | ||
Accounts receivable | (120.4) | (17.9) |
Merchandise inventory | (90.5) | (64.6) |
Other assets | (179.3) | (101.2) |
Accounts payable-trade | 140.2 | 141.5 |
Other current liabilities | 130.9 | 97.4 |
Long-term liabilities | (4.5) | (28.1) |
Net cash provided by operating activities | 439.1 | 499.3 |
Cash flows used in investing activities: | ||
Capital expenditures | (58.6) | (41.4) |
Premium payments on interest rate cap agreements | 0 | (2.1) |
Net cash used in investing activities | (58.6) | (43.5) |
Cash flows used in financing activities: | ||
Proceeds from borrowings under revolving credit facilities | 1,279.1 | 332.1 |
Repayments of borrowings under revolving credit facilities | (1,087.5) | (332.1) |
Repayments of long-term debt | (11.2) | (17) |
Proceeds from issuance of long-term debt | 2,083 | 1,483 |
Payments to extinguish long-term debt | (2,121.3) | (1,490.4) |
Net change in other long-term obligation | (3.8) | 15.7 |
Payments of debt financing costs | (9.6) | (5.9) |
Net change in accounts payable-inventory financing | (41.4) | 39.2 |
Effective portion of interest rate cap agreements | 0.2 | 0 |
Proceeds from stock option exercises | 9.1 | 6 |
Proceeds from Coworker Stock Purchase Plan | 7.6 | 6.9 |
Repurchases of common stock | (534) | (355) |
Payment of incentive compensation plan withholding taxes | (42) | 0 |
Dividends | (74.7) | (53.1) |
Principal payments under capital lease obligations | (1.1) | (0.3) |
Net cash used in financing activities | (547.6) | (370.9) |
Effect of exchange rate changes on cash and cash equivalents | 1.3 | (4.2) |
Net (decrease) increase in cash and cash equivalents | (165.8) | 80.7 |
Cash and cash equivalents—beginning of period | 263.7 | 37.6 |
Cash and cash equivalents—end of period | 97.9 | 118.3 |
Supplementary disclosure of cash flow information: | ||
Cash paid for Interest, net | (118.6) | (117.4) |
Cash paid for Income taxes, net | $ (169.6) | $ (234.5) |
Description of Business and Sum
Description of Business and Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
Description of Business and Summary of Significant Accounting Policies | Description of Business and Summary of Significant Accounting Policies Description of Business CDW Corporation (“Parent”) is a Fortune 500 company with multi-national capabilities and a leading provider of integrated information technology (“IT”) solutions to small, medium and large business, government, education and healthcare customers in the United States, Canada and the United Kingdom. The Company's offerings range from discrete hardware and software products to integrated IT solutions such as mobility, security, data center optimization, cloud computing, virtualization and collaboration. Throughout this report, the terms the “Company” and “CDW” refer to Parent and its 100% owned subsidiaries. Parent has two 100% owned subsidiaries, CDW LLC and CDW Finance Corporation. CDW LLC is an Illinois limited liability company that, together with its 100% owned subsidiaries, holds all material assets and conducts all business activities and operations of the Company. CDW Finance Corporation is a Delaware corporation formed for the sole purpose of acting as co-issuer of certain debt obligations and does not hold any material assets or engage in any business activities or operations. Basis of Presentation The accompanying unaudited interim Consolidated Financial Statements as of September 30, 2017 and for the three and nine months ended September 30, 2017 and 2016 (the “Consolidated Financial Statements”) have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and the rules and regulations of the US Securities and Exchange Commission (the “SEC”) for interim financial statements. Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to the rules and regulations of the SEC. These Consolidated Financial Statements should be read in conjunction with the audited Consolidated Financial Statements and the notes thereto for the year ended December 31, 2016 included in the Company's Current Report on Form 8-K dated August 25, 2017 (the “December 31, 2016 Consolidated Financial Statements”). The significant accounting policies used in preparing these Consolidated Financial Statements were applied on a basis consistent with those reflected in the December 31, 2016 Consolidated Financial Statements. In the opinion of management, the Consolidated Financial Statements contain all adjustments (consisting of a normal, recurring nature) necessary to present fairly the Company's financial position, results of operations, comprehensive income, cash flows and changes in stockholders' equity as of the dates and for the periods indicated. The unaudited results of operations for such interim periods reported are not necessarily indicative of results for the full year. Principles of Consolidation The accompanying Consolidated Financial Statements include the accounts of Parent and its 100% owned subsidiaries. All intercompany transactions and accounts are eliminated in consolidation. Use of Estimates The preparation of the Consolidated Financial Statements in accordance with GAAP requires management to make use of certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the Consolidated Financial Statements and the reported amounts of revenue and expenses during the reported periods. The Company bases its estimates on historical experience and on various other assumptions that management believes are reasonable under the circumstances, the results of which form the basis for making judgments about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results could differ from those estimates. The notes to the Consolidated Financial Statements contained in the December 31, 2016 Consolidated Financial Statements include a discussion of the significant accounting policies and estimates used in the preparation of the Company's Consolidated Financial Statements. There have been no material changes to the Company's significant accounting policies and estimates during the nine months ended September 30, 2017 . Accounting for Derivative Instruments The Company has entered into interest rate cap agreements for the purpose of hedging its exposure to fluctuations in interest rates. The interest rate cap agreements are designated as cash flow hedges of interest rate risk and recorded at fair value in Other assets on the Consolidated Balance Sheets. The gain or loss on the derivative instruments is reported as a component of Accumulated Other Comprehensive Loss (“AOCL”) until reclassified to Interest expense in the same period the hedge transaction affects earnings. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 9 Months Ended |
Sep. 30, 2017 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Accounting for Hedging Activities In August 2017, the Financial Accounting Standards Board (the "FASB") issued Accounting Standards Update ("ASU") 2017-12, Derivatives and Hedging (Topic 815), intending to improve the transparency of information included in the financial statements by aligning cash flow and fair value hedge accounting with its risk management activities. The ASU eliminates the requirement to separately measure and report hedge ineffectiveness for cash flow hedges and net investment hedges, and generally requires the entire change in the fair value of a hedging instrument to be presented in the same income statement line as the hedged item. The ASU also simplifies certain documentation and assessment requirements, and will incorporate new disclosure requirements and amendments to existing disclosures. This ASU is effective for the Company beginning the first quarter of 2019 and allows for early adoption. The Company is currently evaluating the impact the ASU will have on its Consolidated Financial Statements. Accounting for Goodwill Impairment In January 2017, the FASB issued ASU 2017-04, Simplifying the Test for Goodwill Impairment (Topic 350). The amendments in this update eliminate step two of the current two-step process, which requires a hypothetical purchase price allocation when an impairment is determined to have occurred. This ASU 2017-04 is effective for the Company beginning in the first quarter of 2020 and allows for early adoption. The Company elected to early adopt this standard during the third quarter of 2017. The Company will continue to perform the quantitative goodwill impairment evaluation by comparing the fair value of each reporting unit to its carrying amount. Under the new standard, if the Company is required to recognize an impairment charge, the amount of the charge will be measured as the excess of a reporting unit's carrying amount over its fair value, not to exceed the carrying amount of goodwill. The adoption of this ASU did not have an impact on the Company's Consolidated Financial Statements. Classification of Certain Cash Receipts and Cash Payments In August 2016, the FASB issued ASU 2016-15, Classification of Certain Cash Receipts and Cash Payments (Topic 230), providing guidance for eight specific cash flow issues with the objective of reducing the existing diversity in practice. Among the updates, this standard requires cash payments for debt extinguishment costs to be classified as cash outflows from financing activities, which is consistent with the Company's current practice. This ASU is effective for the Company beginning in the first quarter of 2018 and allows for early adoption. The Company elected to early adopt this standard during the third quarter of 2017. The adoption of this ASU did not have an impact on the Company's Consolidated Financial Statements. Measurement of Credit Losses on Financial Instruments In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. This ASU introduces a new forward-looking approach, based on expected losses, to estimate credit losses on certain types of financial instruments, including trade receivables. The estimate of expected credit losses will require considerations of historical information, current information and reasonable and supportable forecasts. This ASU also expands the disclosure requirements to enable users of financial statements to understand the assumptions, models and methods for estimating expected credit losses. This ASU is effective for the Company beginning in the first quarter of 2020 and allows for early adoption beginning in the first quarter of 2019. The Company is currently evaluating the impact the ASU will have on its Consolidated Financial Statements. Accounting for Leases In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), requiring lessees to recognize assets and liabilities on the balance sheet for the rights and obligations created by long-term leases and to disclose additional quantitative and qualitative information about leasing arrangements. This ASU is effective for the Company beginning in the first quarter of 2019 and allows for early adoption. Although the Company is currently evaluating the provisions of the ASU to determine how it will be affected, the primary impact to the Company of the new ASU will be to record assets and liabilities for current operating leases, which are principally related to the Company’s real estate portfolio. Revenue Recognition In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606), which, along with amendments issued in 2015 and 2016, will replace most existing revenue recognition guidance under GAAP and eliminate industry-specific guidance. The core principle of the new guidance is that an entity should recognize revenue for the transfer of goods and services equal to an amount it expects to be entitled to receive for those goods and services. The ASU, as amended, will be effective for the Company beginning in the first quarter of 2018, and allows for early adoption in the first quarter of 2017. The new guidance permits two methods of adoption: retrospectively to each prior reporting period presented (full retrospective method), or retrospectively with the cumulative effect of initially applying the guidance recognized at the date of initial application (the cumulative catch-up transition method). The Company has established a cross-functional implementation team to analyze the effect of the ASU. The Company utilized a bottom-up approach to analyze the impact of the standard on its contract portfolio by reviewing the current accounting policies and practices to identify potential differences that would result from applying the requirements of the new standard to its revenue contracts. In addition, the Company identified, and is in the process of implementing, appropriate changes to its business processes, systems and controls to support recognition and disclosure under the new standard. The implementation team reports its findings and progress of the project to management and the Audit Committee on a frequent basis. The Company will adopt the guidance on January 1, 2018, and will utilize the full retrospective method. The Company has finalized its accounting policies under the new standard and it has determined: • The accounting for bill and hold transactions will result in revenue for certain of those arrangements being recognized earlier than under current GAAP. This change will not materially impact Net sales or Net income; • In certain security software transactions when accompanying third-party delivered software assurance is deemed to be critical or essential to the core functionality of the software license, the Company has determined that the software license and the accompanying third-party delivered software assurance are a single performance obligation. The value of the product is primarily the accompanying support delivered by a third-party and therefore the Company is acting as an agent in these transactions and will recognize them on a net basis. The Company currently recognizes revenue from the software license on a gross basis (i.e., acting as a principal) and accompanying third-party delivered software assurance on a net basis. While this change will not impact reported Gross profit, the Company estimates the impact of this on the 2016 full-year results would have been to reduce both Net sales and Cost of sales by $250 - $350 million ; and • The accounting for revenue related to hardware, software (excluding the above) and professional services will remain substantially unchanged. |
Goodwill
Goodwill | 9 Months Ended |
Sep. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | Goodwill The Company performs an evaluation of goodwill, utilizing either a quantitative or qualitative impairment test, on an annual basis, or more frequently if circumstances or events require an evaluation. In connection with the segment change described in Note 13 (Segment Information) , the Company performed a quantitative analysis of the legacy Corporate reporting unit's fair value prior to the allocation of goodwill to the Small Business reporting unit. Based on the results of the quantitative analysis performed as of January 1, 2017, the Company determined that the fair values of the Corporate and Small Business reporting units exceeded their carrying values and no impairment existed. Using this valuation, the Company allocated the carrying value of goodwill between Small Business and Corporate based on the relative fair values determined by the quantitative test. The Public, CDW UK and CDW Canada operating segments were not impacted by the segment change and therefore no impairment analysis was required. |
Inventory Financing Agreements
Inventory Financing Agreements | 9 Months Ended |
Sep. 30, 2017 | |
Inventory Financing Agreements [Abstract] | |
Inventory Financing Agreements | Inventory Financing Agreements The Company has entered into agreements with certain financial intermediaries to facilitate the purchase of inventory from various suppliers under certain terms and conditions. These amounts are classified separately as Accounts payable-inventory financing on the Consolidated Balance Sheets. The Company does not incur any interest expense associated with these agreements as balances are paid when they are due. Amounts included in Accounts payable-inventory financing are as follows: (in millions) September 30, 2017 December 31, 2016 Revolving Loan inventory financing agreement (1) $ 503.8 $ 558.3 Other inventory financing agreements (2) 37.5 22.1 Accounts payable-inventory financing $ 541.3 $ 580.4 (1) The Senior Secured Asset-Based Revolving Credit Facility (“Revolving Loan”) includes an inventory floorplan sub-facility that enables the Company to maintain an inventory financing agreement with a financial intermediary to facilitate the purchase of inventory from certain vendors on more favorable terms than offered directly by the vendors. (2) As of September 30, 2017 and December 31, 2016 , amounts less than $3 million each, were collateralized by the inventory purchased under these financing agreements and a second lien on the related accounts receivable. |
Financial Instruments
Financial Instruments | 9 Months Ended |
Sep. 30, 2017 | |
Financial Instruments [Abstract] | |
Financial Instruments | Financial Instruments The Company’s indebtedness creates interest rate risk on its variable-rate debt. The Company uses derivative financial instruments to manage its exposure to interest rate risk. The Company does not hold or issue derivative financial instruments for trading or speculative purposes. The fair value of the Company’s interest rate cap agreements is classified as Level 2 in the fair value hierarchy. The valuation of the interest rate cap agreements is derived by using a discounted cash flow analysis on the expected cash receipts that would occur if variable interest rates rise above the strike rates of the caps. This analysis reflects the contractual terms of the interest rate cap agreements, including the period to maturity, and uses observable market-based inputs, including LIBOR curves and implied volatilities. The Company also incorporates insignificant credit valuation adjustments to appropriately reflect the respective counterparty’s nonperformance risk in the fair value measurements. The counterparty credit spreads are based on publicly available credit information obtained from a third party credit data provider. The interest rate cap agreements entitle the Company to payments from the counterparty of the amount, if any, by which three-month LIBOR exceeds 1.5% during the agreement period. The interest rate cap agreements are in effect from January 17, 2017 through December 31, 2018 with a combined notional amount of $1,400 million . As of September 30, 2017 and December 31, 2016, the interest rate cap agreements had a fair value of $ 3 million and $5 million , respectively, and are classified within Other Assets on the Consolidated Balance Sheets. During the first quarter of 2017, the Company designated the interest rate cap agreements as cash flow hedges. The effective portion of changes in the fair value of derivatives that qualify as cash flow hedges is recorded in AOCL and is subsequently reclassified into Interest expense in the period when the hedged forecasted transaction affects earnings. If a derivative is deemed to be ineffective, the ineffective portion of the change in fair value of the derivative is recognized directly in earnings. The Company's interest rate cap agreements were deemed effective during the nine months ended September 30, 2017 , and the Company expects they will continue to be effective for the next twelve months. The Company recorded an insignificant gain for the effective portion of the interest rate cap agreements in AOCL for the three months ended September 30, 2017. The Company recorded a $ 1 million loss, net of a tax benefit of less than $ 1 million , for the effective portion of the interest rate cap agreements in AOCL for the nine months ended September 30, 2017. During the three and nine months ended September 30, 2017 , the Company reclassified an insignificant amount from AOCL into Interest expense. The Company expects to reclassify $4 million from AOCL into Interest expense during the next twelve months. Prior to the election of hedge accounting treatment, the Company recognized less than $1 million of Interest income in the Company's Consolidated Statement of Operations for both the three and nine months ended September 30, 2017 and less than $1 million of Interest expense for both the three and nine months ended September 30, 2016 related to the changes in the fair value of the interest rate cap agreements. For additional details, see Note 6 (Long-Term Debt). |
Long-Term Debt
Long-Term Debt | 9 Months Ended |
Sep. 30, 2017 | |
Long-term Debt, Unclassified [Abstract] | |
Long-Term Debt | Long-Term Debt Long-term debt as of September 30, 2017 is as follows: (dollars in millions) Interest Rate Principal Unamortized Discount and Deferred Financing Costs Total Senior secured asset-based revolving credit facility (1) 2.9 % $ 176.0 $ — $ 176.0 CDW UK revolving credit facility (1) 1.7 % 16.1 — 16.1 Senior secured term loan facility 3.3 % 1,471.8 (2.2 ) 1,469.6 CDW UK term loan 1.7 % 75.0 (1.3 ) 73.7 Senior notes due 2023 5.0 % 525.0 (4.7 ) 520.3 Senior notes due 2024 5.5 % 575.0 (5.4 ) 569.6 Senior notes due 2025 5.0 % 600.0 (7.6 ) 592.4 Other long-term obligations 12.2 — 12.2 Total debt 3,451.1 (21.2 ) 3,429.9 Less current maturities (41.5 ) — (41.5 ) Long-term debt, excluding current maturities $ 3,409.6 $ (21.2 ) $ 3,388.4 (1) Represents a weighted-average interest rate. Long-term debt as of December 31, 2016 is as follows: (dollars in millions) Interest Principal Unamortized Discount and Deferred Financing Costs Total Senior secured asset-based revolving credit facility — % $ — $ — $ — CDW UK revolving credit facility — % — — — Senior secured term loan facility 3.3 % 1,483.0 (14.9 ) 1,468.1 CDW UK Term Loan 1.8 % 69.1 (1.6 ) 67.5 Senior notes due 2022 6.0 % 600.0 (5.6 ) 594.4 Senior notes due 2023 5.0 % 525.0 (5.3 ) 519.7 Senior notes due 2024 5.5 % 575.0 (6.0 ) 569.0 Other long-term obligations 15.7 — 15.7 Total debt 3,267.8 (33.4 ) 3,234.4 Less current maturities (18.5 ) — (18.5 ) Long-term debt, excluding current maturities $ 3,249.3 $ (33.4 ) $ 3,215.9 Senior Secured Asset-Based Revolving Credit Facility (“Revolving Loan”) As of September 30, 2017 , the Company had $176 million of outstanding borrowings, less than $1 million of undrawn letters of credit, $480 million reserved for the floorplan sub-facility and a borrowing base of $1,872 million , which is based on the amount of eligible inventory and accounts receivable balances as of August 31, 2017. Borrowings under the Revolving Loan are limited by the borrowing base. As of September 30, 2017 , the Company could have borrowed up to an additional $794 million under the Revolving Loan. Borrowings are also limited by a minimum liquidity condition, which provides that, if excess cash availability is less than the lower of (i) $125 million and (ii) the greater of (a) 10.0% of the borrowing base, and (b) $100 million , the lenders are not required to lend additional amounts under the Revolving Loan unless the consolidated fixed charge coverage ratio, as defined, is at least 1.00 to 1.00 . Borrowings under the Revolving Loan bear interest at a variable interest rate plus an applicable margin. The interest rate margin is based on one of two indices, either (i) LIBOR or (ii) the Alternate Base Rate (“ABR”), with the ABR being the greater of (a) the prime rate (b) the federal funds effective rate plus 50 basis points or (c) the one-month LIBOR plus 1.00% . The applicable margin varies ( 1.25% to 1.75% for LIBOR borrowings and 0.25% to 0.75% for ABR borrowings) depending upon average daily excess cash availability under the agreement evidencing the Revolving Loan. On March 31, 2017, the Company amended, extended, and increased its Revolving Loan to a five -year, $1,450 million senior secured asset-based revolving credit facility, with the facility being available to the Company for borrowings, issuance of letters of credit and floorplan financing. The Revolving Loan matures on March 31, 2022. The Revolving Loan replaces the Company’s previous revolving loan credit facility that was to mature on June 6, 2019. The Revolving Loan (i) increases the overall revolving credit facility capacity available to the Company from $1,250 million to $1,450 million , (ii) maintains the maximum aggregate amount of increases that may be made to the revolving credit facility of $300 million , (iii) maintains the fees on the unused portion of the revolving credit facility at 25 basis points, (iv) makes permanent the 25 basis point reduction in the applicable interest rate margin that was previously conditioned on meeting certain credit ratings levels, and (v) maintains the existing inventory floorplan sub-facility. In connection with the amendment of the previous facility, the Company recorded a loss on extinguishment of long-term debt of $1 million in the Consolidated Statement of Operations for the nine months ended September 30, 2017 , representing a write-off of a portion of unamortized deferred financing costs. Fees of $4 million related to the Revolving Loan were capitalized as deferred financing costs and are being amortized over the five -year term of the facility on a straight-line basis. These deferred financing costs are recorded in the Other assets line on the Consolidated Balance Sheets. Senior Secured Term Loan Facility (“Term Loan”) On September 30, 2017 , the outstanding principal amount of the Term Loan was $1,472 million , excluding $2 million of deferred financing costs. On February 28, 2017 , the Company amended the Term Loan to reprice the facility, reducing interest rate margins by 25 basis points. Borrowings under the Term Loan bear interest at either (a) the ABR plus a margin or (b) LIBOR plus a margin, payable quarterly on the last day of each March, June, September and December. The margin is based upon a net leverage ratio as defined in the agreement governing the Term Loan, which is 1.00% for ABR borrowings and 2.00% for LIBOR borrowings as of September 30, 2017 . The Term Loan was issued at par. The Term Loan replaced the prior senior secured term loan facility (the “Prior Term Loan Facility”) that had an outstanding aggregate principal amount of $1,483 million . The Company is required to pay quarterly principal installments equal to 0.25% of the original principal amount of the Prior Term Loan Facility, with the remaining principal amount payable on the maturity date of August 17, 2023 , which was retained from the Prior Term Loan Facility. In connection with this refinancing, the Company recorded a loss on extinguishment of long-term debt of $14 million in the Consolidated Statement of Operations for the nine months ended September 30, 2017 . This loss represented the write-off of a portion of the unamortized deferred financing costs of $5 million and unamortized discount related to the Prior Term Loan Facility of $9 million . In connection with the issuance of the Term Loan, the Company incurred and recorded $2 million in deferred financing fees, which is recorded as a reduction to the debt and presented in the above table as of September 30, 2017 . CDW UK Term Loan On August 1, 2016, the Company entered into a new five -year £ 56 million ( $75 million at September 30, 2017 ) aggregate principal amount term loan facility (“CDW UK Term Loan”), which replaced the prior senior secured term loan facility (the “Prior CDW UK Term Loan Facility”) that had an outstanding principal amount of £ 56 million . Fees of $1 million were capitalized as deferred financing costs and are being amortized over the loan on a straight-line basis. Commencing during the quarter ending September 30, 2018, the Company is required to make annual principal installments of £ 5 million ( $7 million at September 30, 2017 ), with the remaining principal amount payable on the maturity date of August 1, 2021. Borrowings under the CDW UK Term Loan bear interest at LIBOR plus a margin, payable quarterly on the last day of each March, June, September and December. As of September 30, 2017 , an interest rate of 1.69% was in effect, which represents LIBOR plus a 1.40% margin. In connection with this refinancing, the Prior CDW UK Term Loan Facility was amended to include both the CDW UK Term Loan and a £ 50 million ( $67 million at September 30, 2017 ) revolving credit facility (the “CDW UK Revolving Credit Facility”). As of September 30, 2017 , the Company has borrowed £ 12 million ( $16 million at September 30, 2017 ) from the CDW UK Revolving Credit Facility. 6.0% Senior Notes due 2022 (“2022 Senior Notes”) On March 2, 2017 , the proceeds from the issuance of the 2025 Senior Notes, discussed below, along with cash on hand and proceeds from Revolving Loan borrowings, were deposited with the trustee to redeem all of the remaining $600 million aggregate principal amount of the 2022 Senior Notes at a redemption price of 106.182% of the principal amount redeemed, plus accrued and unpaid interest through the date of redemption. The redemption date was April 2, 2017. On the same date, the indenture governing the 2022 Senior Notes was satisfied and discharged. In connection with this redemption, the Company recorded a loss on extinguishment of long-term debt of $43 million in the Consolidated Statement of Operations for the nine months ended September 30, 2017 . This loss represents $37 million in redemption premium and $6 million for the write-off of the remaining deferred financing costs related to the 2022 Senior Notes. 5.0% Senior Notes due 2023 (“2023 Senior Notes”) At September 30, 2017 , the outstanding principal amount of the 2023 Senior Notes was $525 million . The 2023 Notes will mature on September 1, 2023 and bear interest rate of 5.0% per annum, payable semi-annually on March 1 and September 1 of each year. 5.5% Senior Notes due 2024 (“2024 Senior Notes”) At September 30, 2017 , the outstanding principal amount of the 2024 Senior Notes was $575 million . The 2024 Senior Notes will mature on December 1, 2024 and bear interest at a rate of 5.5% per annum, payable semi-annually on June 1 and December 1 of each year. 5.0% Senior Notes due 2025 (“2025 Senior Notes”) On March 2, 2017 , the Company completed the issuance of $600 million aggregate principal amount of 2025 Senior Notes at par. In connection with the issuance of the 2025 Senior Notes, the Company incurred and recorded $8 million in deferred financing fees, which is recorded as a reduction to the debt and presented in the above table as of September 30, 2017 . At September 30, 2017 , the outstanding principal amount of the 2025 Senior Notes was $600 million . The 2025 Senior Notes will mature on September 1, 2025 and bear interest at a rate of 5.0% per annum, payable semi-annually on March 1 and September 1 of each year. Debt Covenants CDW LLC is the borrower under the Term Loan and Revolving Loan. CDW LLC and CDW Finance Corporation are the co-issuers of the 2023, 2024 and 2025 Senior Notes (“Senior Notes”). The obligations under the Term Loan, the Revolving Loan and the Senior Notes are guaranteed by Parent and each of CDW LLC's direct and indirect, wholly owned, US subsidiaries (the “Guarantors”). As of September 30, 2017 , the Company remained in compliance with the covenants under its various credit agreements. The Term Loan contains negative covenants that, among other things, place restrictions and limitations on the ability of the Guarantors to dispose of assets, incur additional indebtedness, incur guarantee obligations, prepay other indebtedness, make distributions or other restricted payments, create liens, make equity or debt investments, make acquisitions, engage in mergers or consolidations or engage in certain transactions with affiliates. As of September 30, 2017 , the amount of CDW’s restricted payment capacity under the Term Loan was $1,056 million . However, the Company is separately permitted to make restricted payments, so long as the total net leverage ratio is less than 3.25 : 1.00 on a pro forma basis. The total net leverage ratio was 2.88 : 1.00 as of September 30, 2017 . The CDW UK Term Loan Agreement imposes restrictions on CDW UK's ability to transfer funds to the Company through the payment of dividends, repayment of intercompany loans, advances or subordinated debt that require, among other things, the maintenance of a minimum net leverage ratio. As of September 30, 2017 , the amount of restricted payment capacity under the CDW UK Term Loan was £ 56 million ( $75 million at September 30, 2017 ). Fair Value The fair values of the Senior Notes were estimated using quoted market prices for identical liabilities that are traded in over-the-counter secondary markets that are not considered active. The fair value of the Term Loan was estimated using dealer quotes for identical liabilities in markets that are not considered active. The Senior Notes, Term Loan, Revolving Loan and CDW UK Term Loan are classified as Level 2 within the fair value hierarchy. The carrying value of the Revolving Loan and CDW UK Term Loan approximated fair value. The approximate fair values and related carrying values of the Company's long-term debt, including current maturities and excluding unamortized discount and unamortized deferred financing costs, were as follows: (in millions) September 30, 2017 December 31, 2016 Fair value $ 3,583.8 $ 3,334.8 Carrying value 3,451.1 3,267.8 |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Income tax expense was $77 million for the three months ended September 30, 2017 , compared to $72 million for the same period of the prior year. The effective income tax rate, expressed by calculating the income tax expense as a percentage of Income before income taxes, was 37.5% for the three months ended September 30, 2017 and differed from the US federal statutory rate primarily due to state income taxes, a $1 million deferred tax expense as a result of a change in state tax rates enacted during the quarter, a $1 million tax benefit related to equity-based compensation and a state tax refund. The effective tax rate for the same period of the prior year was 36.5% and differed from the US federal statutory rate primarily due to state and local income taxes and a $1 million tax benefit as a result of equity-based compensation. Income tax expense was $148 million for the nine months ended September 30, 2017 , compared to $188 million for the same period of the prior year. The effective income tax rate, expressed by calculating the income tax expense as a percentage of Income before income taxes, was 31.1% for the nine months ended September 30, 2017 and differed from the US federal statutory rate primarily due to $31 million of excess tax benefits related to equity-based compensation. The effective tax rate for the same period of the prior year was 37.0% and differed from the US federal statutory rate primarily due to state and local income taxes and $1 million tax benefit as a result of equity-based compensation. |
Earnings per Share
Earnings per Share | 9 Months Ended |
Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |
Earnings per Share | Earnings per Share The numerator for both basic and diluted earnings per share is Net income. The denominator for basic earnings per share is the weighted-average shares outstanding during the period. A reconciliation of basic weighted-average shares outstanding to diluted weighted-average shares outstanding is as follows: Three Months Ended September 30, Nine Months Ended September 30, (in millions) 2017 2016 2017 2016 Basic weighted-average shares outstanding 153.8 162.1 156.3 164.8 Effect of dilutive securities (1) 2.4 2.8 2.9 2.1 Diluted weighted-average shares outstanding (2) 156.2 164.9 159.2 166.9 (1) The dilutive effect of outstanding stock options, restricted stock units, restricted stock, performance share units and Coworker Stock Purchase Plan units is reflected in the diluted weighted-average shares outstanding using the treasury stock method. (2) There were less than 1 million potential common shares excluded from diluted weighted-average shares outstanding for both the three and nine months ended September 30, 2017 and 2016 as their inclusion would have had an anti-dilutive effect. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Sep. 30, 2017 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders' Equity On August 3, 2017, the Company announced that its Board of Directors authorized a $750 million increase to the share repurchase program under which the Company may repurchase shares of its common stock in the open market through privately negotiated or other transactions, depending on share price, market conditions and other factors. |
Equity-Based Compensation
Equity-Based Compensation | 9 Months Ended |
Sep. 30, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Equity-Based Compensation | Equity-Based Compensation On December 31, 2016, 748,855 Performance Share Units (“PSUs”) under the 2013 Long-Term Incentive Plan vested, representing a vesting rate for the 2014-2016 performance period of 193.5% of target. The PSUs had a weighted-average grant-date fair value of $24.40 per unit. In connection with the PSUs that vested, the Company distributed shares of common stock to each participant during the nine months ended September 30, 2017 and withheld the number of shares of common stock equal to the respective tax withholding for each participant. The Company was required to pay withholding taxes of $18 million to federal, state and foreign taxing authorities for the vesting of these PSUs. This amount is reported as a financing activity in the Consolidated Statement of Cash Flows and as an increase to Accumulated Deficit in the Consolidated Statement of Shareholders' Equity for the nine months ended September 30, 2017 . On June 26, 2017, an aggregate of 997,450 Restricted Stock Units (“RSUs”) under the 2013 Long-Term Incentive Plan vested. The RSUs had a weighted-average grant-date fair value of $17.04 per unit. In connection with the RSUs that vested, the Company distributed shares of common stock to each participant during the nine months ended September 30, 2017 and withheld the number of shares of common stock equal to the respective tax withholding for each participant. The Company was required to pay withholding taxes of $24 million to federal, state and foreign taxing authorities for the vesting of these RSUs. This amount is reported as a financing activity in the Consolidated Statement of Cash Flows and as an increase to Accumulated Deficit in the Consolidated Statement of Shareholders' Equity for the nine months ended September 30, 2017 . |
Other Compensation Benefits
Other Compensation Benefits | 9 Months Ended |
Sep. 30, 2017 | |
Compensation Related Costs [Abstract] | |
Other Compensation Benefits | Other Compensation Benefits On September 15, 2017 , the Company settled its Restricted Debt Unit Plan (the “RDU Plan”), which was an unfunded nonqualified deferred compensation plan established on March 10, 2010 . The total payment made on September 15, 2017 was $31 million , which settled the obligation in full. Compensation expense related to the RDU Plan was less than $1 million for the three months ended September 30, 2017 and 2016 , and $2 million and $1 million for the nine months ended September 30, 2017 and 2016 , respectively. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies The Company is party to various legal proceedings that arise in the ordinary course of its business, which include commercial, intellectual property, employment, tort and other litigation matters. The Company is also subject to audit by federal, state, international, national, provincial and local authorities, and by various partners, group purchasing organizations and customers, including government agencies, relating to purchases and sales under various contracts. In addition, the Company is subject to indemnification claims under various contracts. From time to time, certain customers of the Company file voluntary petitions for reorganization or liquidation under the US bankruptcy laws or similar laws of jurisdictions outside of the US. In such cases, certain pre-petition payments received by the Company could be considered preference items and subject to return to the bankruptcy administrator. As of September 30, 2017 , the Company does not believe that there is a reasonable possibility that any material loss exceeding the amounts already recognized for these proceedings and matters, if any, has been incurred. However, the ultimate resolutions of these proceedings and matters are inherently unpredictable. As such, the Company's financial condition and results of operations could be adversely affected in any particular period by the unfavorable resolution of one or more of these proceedings or matters. On October 29, 2015, the Company learned of an investigation by the SEC of the Company’s vendor partner program incentives. On May 19, 2017, the SEC Staff informed the Company that the SEC has concluded its investigation and does not intend to recommend an enforcement action. The investigation did not have any impact on the Company’s financial condition or results of operations other than customary costs related to the Company’s cooperation with the investigation. |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2017 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information Effective January 1, 2017, the Company established Small Business as its own operating and reportable segment to align the Company's financial reporting with the manner in which the Chief Operating Decision Maker assesses performance and makes resource allocation decisions. Small Business results were previously presented within the Corporate segment as a sales channel. Segment information reported below in prior periods have been recast to conform to the current period presentation. The Company now has three reportable segments: Corporate, which is comprised primarily of private sector business customers with more than 250 employees in the US, Small Business, primarily servicing private sector business customers with up to 250 employees, and Public, which is comprised of government agencies and education and healthcare institutions in the U.S. The Company has two other operating segments: CDW Canada and CDW UK, both of which do not meet the reportable segment quantitative thresholds and, accordingly, are included in an all other category (“Other”). Information about the Company’s segments is as follows: (in millions) Corporate Small Business Public Other Headquarters Total Three Months Ended September 30, 2017: Net sales $ 1,598.5 $ 311.5 $ 1,732.9 $ 391.0 $ — $ 4,033.9 Income (loss) from operations 121.0 17.7 122.3 14.5 (31.8 ) 243.7 Depreciation and amortization expense (20.8 ) (5.2 ) (11.2 ) (8.0 ) (20.5 ) (65.7 ) Three Months Ended September 30, 2016: Net sales $ 1,466.4 $ 282.5 $ 1,640.6 $ 318.7 $ — $ 3,708.2 Income (loss) from operations 120.0 18.0 120.0 10.0 (30.5 ) 237.5 Depreciation and amortization expense (20.7 ) (5.1 ) (11.2 ) (7.6 ) (18.5 ) (63.1 ) (in millions) Corporate Small Business Public Other Headquarters Total Nine Months Ended September 30, 2017: Net sales $ 4,705.5 $ 931.7 $ 4,583.5 $ 1,132.3 $ — $ 11,353.0 Income (loss) from operations 359.5 53.7 287.4 39.8 (95.8 ) $ 644.6 Depreciation and amortization expense (62.5 ) (15.4 ) (33.6 ) (22.7 ) (61.0 ) $ (195.2 ) Nine Months Ended September 30, 2016: Net sales $ 4,372.1 $ 848.2 $ 4,257.1 $ 1,012.1 $ — $ 10,489.5 Income (loss) from operations 339.1 52.3 287.0 27.4 (83.8 ) $ 622.0 Depreciation and amortization expense (62.1 ) (15.5 ) (33.5 ) (24.6 ) (55.0 ) $ (190.7 ) |
Supplemental Guarantor Informat
Supplemental Guarantor Information | 9 Months Ended |
Sep. 30, 2017 | |
Supplemental Guarantor Information [Abstract] | |
Supplemental Guarantor Information | Supplemental Guarantor Information The 2023 Senior Notes, the 2024 Senior Notes and the 2025 Senior Notes are, and, prior to being redeemed in full, the 2022 Senior Notes were, guaranteed by the Parent and each of CDW LLC’s direct and indirect, 100% owned, domestic subsidiaries (the “Guarantor Subsidiaries”). All guarantees by the Parent and the Guarantor Subsidiaries are and were joint and several, and full and unconditional; provided that guarantees by the Guarantor Subsidiaries (i) are subject to certain customary release provisions contained in the indentures governing the 2023 Senior Notes, the 2024 Senior Notes and the 2025 Senior Notes and (ii) were subject to certain customary release provisions contained in the indenture governing the 2022 Senior Notes until such indenture was satisfied and discharged in the first quarter of 2017. CDW LLC's 100% owned foreign subsidiaries, CDW International Holdings Limited, which is comprised of CDW UK and CDW Canada (together the “Non-Guarantor Subsidiaries”), do not guarantee the debt obligations. CDW LLC and CDW Finance Corporation, as co-issuers, are 100% owned by Parent and each of the Guarantor Subsidiaries and the Non-Guarantor Subsidiaries are, directly or indirectly, 100% owned by CDW LLC. The following tables set forth condensed Consolidating Balance Sheets as of September 30, 2017 and December 31, 2016 , Consolidating Statements of Operations for the three and nine months ended September 30, 2017 and 2016 , condensed Consolidating Statements of Comprehensive Income for the three and nine months ended September 30, 2017 and 2016 and condensed Consolidating Statements of Cash Flows for the nine months ended September 30, 2017 and 2016 , in accordance with Rule 3-10 of Regulation S-X. The consolidating financial information includes the accounts of CDW Corporation (the “Parent Guarantor”), which has no independent assets or operations, the accounts of CDW LLC (the “Subsidiary Issuer”), the combined accounts of the Guarantor Subsidiaries, the accounts of the Non-Guarantor Subsidiaries, and the accounts of CDW Finance Corporation (the “Co-Issuer”) for the periods indicated. The information was prepared on the same basis as the Consolidated Financial Statements. Condensed Consolidating Balance Sheet September 30, 2017 (in millions) Parent Guarantor Subsidiary Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Co-Issuer Consolidating Adjustments Consolidated Assets Current assets: Cash and cash equivalents $ — $ 79.3 $ — $ 30.3 $ — $ (11.7 ) $ 97.9 Accounts receivable, net — — 2,013.0 298.3 — — 2,311.3 Merchandise inventory — — 456.2 92.8 — — 549.0 Miscellaneous receivables — 122.8 232.5 25.5 — — 380.8 Prepaid expenses and other — 16.5 88.9 48.1 — — 153.5 Total current assets — 218.6 2,790.6 495.0 — (11.7 ) 3,492.5 Property and equipment, net — 97.9 45.2 19.4 — — 162.5 Goodwill — 751.8 1,439.0 286.8 — — 2,477.6 Other intangible assets, net — 280.6 459.3 197.2 — — 937.1 Other assets 2.8 34.9 234.1 4.4 — (244.1 ) 32.1 Investment in and advances to subsidiaries 845.8 3,155.5 — — — (4,001.3 ) — Total assets $ 848.6 $ 4,539.3 $ 4,968.2 $ 1,002.8 $ — $ (4,257.1 ) $ 7,101.8 Liabilities and Stockholders’ Equity Current liabilities: Accounts payable—trade $ — $ 22.7 $ 1,065.8 $ 147.8 $ — $ (11.7 ) $ 1,224.6 Accounts payable—inventory financing — — 506.6 34.7 — — 541.3 Current maturities of long-term debt — 14.9 3.8 22.8 — — 41.5 Deferred revenue — — 136.4 92.0 — — 228.4 Accrued expenses — 227.4 224.1 71.0 — 0.4 522.9 Total current liabilities — 265.0 1,936.7 368.3 — (11.3 ) 2,558.7 Long-term liabilities: Debt — 3,313.2 8.3 66.9 — — 3,388.4 Deferred income taxes — 91.8 160.5 66.4 — (2.8 ) 315.9 Other liabilities 42.1 23.5 4.5 203.9 — (241.7 ) 32.3 Total long-term liabilities 42.1 3,428.5 173.3 337.2 — (244.5 ) 3,736.6 Total stockholders’ equity 806.5 845.8 2,858.2 297.3 — (4,001.3 ) 806.5 Total liabilities and stockholders’ equity $ 848.6 $ 4,539.3 $ 4,968.2 $ 1,002.8 $ — $ (4,257.1 ) $ 7,101.8 Condensed Consolidating Balance Sheet December 31, 2016 (in millions) Parent Guarantor Subsidiary Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Co-Issuer Consolidating Adjustments Consolidated Assets Current assets: Cash and cash equivalents $ — $ 222.7 $ 3.1 $ 37.9 $ — $ — $ 263.7 Accounts receivable, net — — 1,904.9 263.7 — — 2,168.6 Merchandise inventory — — 390.6 61.4 — — 452.0 Miscellaneous receivables — 92.6 130.1 12.2 — — 234.9 Prepaid expenses and other — 14.3 69.0 35.6 — — 118.9 Total current assets — 329.6 2,497.7 410.8 — — 3,238.1 Property and equipment, net — 105.6 49.3 8.8 — — 163.7 Goodwill — 751.8 1,439.0 264.2 — — 2,455.0 Other intangible assets, net — 291.5 565.1 199.0 — — 1,055.6 Other assets 3.2 19.4 248.2 1.5 — (236.3 ) 36.0 Investment in and advances to subsidiaries 1,042.3 3,026.5 — — — (4,068.8 ) — Total assets $ 1,045.5 $ 4,524.4 $ 4,799.3 $ 884.3 $ — $ (4,305.1 ) $ 6,948.4 Liabilities and Stockholders’ Equity Current liabilities: Accounts payable-trade $ — $ 25.9 $ 895.3 $ 151.7 $ — $ — $ 1,072.9 Accounts payable-inventory financing — 1.2 559.5 19.7 — — 580.4 Current maturities of long-term debt — 14.9 3.6 — — — 18.5 Deferred revenue — — 100.8 71.8 — — 172.6 Accrued expenses — 173.9 214.8 47.7 — (0.1 ) 436.3 Total current liabilities — 215.9 1,774.0 290.9 — (0.1 ) 2,280.7 Long-term liabilities: Debt — 3,136.3 12.1 67.5 — — 3,215.9 Deferred income taxes — 99.1 205.4 67.9 — (3.2 ) 369.2 Other liabilities — 30.8 3.6 235.7 — (233.0 ) 37.1 Total long-term liabilities — 3,266.2 221.1 371.1 — (236.2 ) 3,622.2 Total stockholders’ equity 1,045.5 1,042.3 2,804.2 222.3 — (4,068.8 ) 1,045.5 Total liabilities and stockholders’ equity $ 1,045.5 $ 4,524.4 $ 4,799.3 $ 884.3 $ — $ (4,305.1 ) $ 6,948.4 Consolidating Statement of Operations Three Months Ended September 30, 2017 (in millions) Parent Guarantor Subsidiary Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Co-Issuer Consolidating Adjustments Consolidated Net sales $ — $ — $ 3,642.9 $ 391.0 $ — $ — $ 4,033.9 Cost of sales — — 3,066.2 325.7 — — 3,391.9 Gross profit — — 576.7 65.3 — — 642.0 Selling and administrative expenses — 31.8 271.9 48.3 — — 352.0 Advertising expense — — 43.8 2.5 — — 46.3 Income (loss) from operations — (31.8 ) 261.0 14.5 — — 243.7 Interest (expense) income, net — (37.3 ) 1.0 (1.5 ) — — (37.8 ) Other income (expense) — (0.2 ) 0.3 0.6 — — 0.7 Income (loss) before income taxes — (69.3 ) 262.3 13.6 — — 206.6 Income tax benefit (expense) — 26.2 (100.2 ) (3.4 ) — — (77.4 ) Income (loss) before equity in earnings of subsidiaries — (43.1 ) 162.1 10.2 — — 129.2 Equity in earnings of subsidiaries 129.2 172.3 — — — (301.5 ) — Net income $ 129.2 $ 129.2 $ 162.1 $ 10.2 $ — $ (301.5 ) $ 129.2 Consolidating Statement of Operations Three Months Ended September 30, 2016 (in millions) Parent Guarantor Subsidiary Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Co-Issuer Consolidating Adjustments Consolidated Net sales $ — $ — $ 3,389.6 $ 318.6 $ — $ — $ 3,708.2 Cost of sales — — 2,828.7 265.2 — — 3,093.9 Gross profit — — 560.9 53.4 — — 614.3 Selling and administrative expenses — 30.0 262.1 42.8 — — 334.9 Advertising expense — — 40.9 1.0 — — 41.9 Income (loss) from operations — (30.0 ) 257.9 9.6 — — 237.5 Interest (expense) income, net — (37.6 ) 1.8 (1.8 ) — — (37.6 ) Net loss on extinguishments of long-term debt — (2.1 ) — — — — (2.1 ) Other income — 0.7 0.3 (0.6 ) — — 0.4 Income (loss) before income taxes — (69.0 ) 260.0 7.2 — — 198.2 Income tax benefit (expense) — 27.6 (99.4 ) (0.5 ) — — (72.3 ) Income (loss) before equity in earnings of subsidiaries — (41.4 ) 160.6 6.7 — — 125.9 Equity in earnings of subsidiaries 125.9 167.3 — — — (293.2 ) — Net income $ 125.9 $ 125.9 $ 160.6 $ 6.7 $ — $ (293.2 ) $ 125.9 Consolidating Statement of Operations Nine Months Ended September 30, 2017 (in millions) Parent Guarantor Subsidiary Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Co-Issuer Consolidating Adjustments Consolidated Net sales $ — $ — $ 10,220.7 $ 1,132.3 $ — $ — $ 11,353.0 Cost of sales — — 8,571.2 946.2 — — 9,517.4 Gross profit — — 1,649.5 186.1 — — 1,835.6 Selling and administrative expenses — 95.8 826.3 140.8 — — 1,062.9 Advertising expense — — 122.6 5.5 — — 128.1 Income (loss) from operations — (95.8 ) 700.6 39.8 — — 644.6 Interest (expense) income, net — (111.8 ) 3.1 (4.7 ) — — (113.4 ) Net loss on extinguishments of long-term debt — (57.4 ) — — — — (57.4 ) Other income — — 0.4 1.5 — — 1.9 Income (loss) before income taxes — (265.0 ) 704.1 36.6 — — 475.7 Income tax benefit (expense) — 112.8 (251.2 ) (9.5 ) — — (147.9 ) Income (loss) before equity in earnings of subsidiaries — (152.2 ) 452.9 27.1 — — 327.8 Equity in earnings of subsidiaries 327.8 480.0 — — — (807.8 ) — Net income $ 327.8 $ 327.8 $ 452.9 $ 27.1 $ — $ (807.8 ) $ 327.8 Consolidating Statement of Operations Nine Months Ended September 30, 2016 (in millions) Parent Guarantor Subsidiary Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Co-Issuer Consolidating Adjustments Consolidated Net sales $ — $ — $ 9,477.4 $ 1,012.1 $ — $ — $ 10,489.5 Cost of sales — — 7,891.6 848.6 — — 8,740.2 Gross profit — — 1,585.8 163.5 — — 1,749.3 Selling and administrative expenses — 83.1 793.2 132.7 — — 1,009.0 Advertising expense — — 114.5 3.8 — — 118.3 Income (loss) from operations — (83.1 ) 678.1 27.0 — — 622.0 Interest (expense) income, net — (112.4 ) 5.6 (5.8 ) — — (112.6 ) Net loss on extinguishments of long-term debt — (2.1 ) — — — — (2.1 ) Other income — 0.7 1.0 0.6 — — 2.3 Income (loss) before income taxes — (196.9 ) 684.7 21.8 — — 509.6 Income tax benefit (expense) — 76.2 (259.9 ) (4.7 ) — — (188.4 ) Income (loss) before equity in earnings of subsidiaries — (120.7 ) 424.8 17.1 — — 321.2 Equity in earnings of subsidiaries 321.2 441.9 — — — (763.1 ) — Net income $ 321.2 $ 321.2 $ 424.8 $ 17.1 $ — $ (763.1 ) $ 321.2 Condensed Consolidating Statement of Comprehensive Income Three Months Ended September 30, 2017 (in millions) Parent Guarantor Subsidiary Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Co-Issuer Consolidating Adjustments Consolidated Comprehensive income $ 143.4 $ 143.4 $ 162.1 $ 24.1 $ — $ (329.6 ) $ 143.4 Condensed Consolidating Statement of Comprehensive Income Three Months Ended September 30, 2016 (in millions) Parent Guarantor Subsidiary Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Co-Issuer Consolidating Adjustments Consolidated Comprehensive income (loss) $ 114.0 $ 114.0 $ 160.6 $ (5.2 ) $ — $ (269.4 ) $ 114.0 Condensed Consolidating Statement of Comprehensive Income Nine Months Ended September 30, 2017 (in millions) Parent Guarantor Subsidiary Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Co-Issuer Consolidating Adjustments Consolidated Comprehensive income $ 365.7 $ 365.7 $ 452.9 $ 66.4 $ — $ (885.0 ) $ 365.7 Condensed Consolidating Statement of Comprehensive Income Nine Months Ended September 30, 2016 (in millions) Parent Guarantor Subsidiary Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Co-Issuer Consolidating Adjustments Consolidated Comprehensive income (loss) $ 266.5 $ 266.5 $ 424.8 $ (37.6 ) $ — $ (653.7 ) $ 266.5 Condensed Consolidating Statement of Cash Flows Nine Months Ended September 30, 2017 (in millions) Parent Guarantor Subsidiary Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Co-Issuer Consolidating Adjustments Consolidated Net cash provided by (used in) operating activities $ 42.4 $ (17.7 ) $ 422.4 $ 14.0 $ — $ (22.0 ) $ 439.1 Cash flows used in investing activities: Capital expenditures — (40.0 ) (4.8 ) (13.8 ) — — (58.6 ) Net cash used in investing activities — (40.0 ) (4.8 ) (13.8 ) — — (58.6 ) Cash flows from (used in) financing activities: Proceeds from borrowings under revolving credit facility — 1,233.3 — 45.8 — — 1,279.1 Repayments of borrowings under revolving credit facility — (1,057.0 ) — (30.5 ) — — (1,087.5 ) Repayments of long-term debt — (11.2 ) — — — — (11.2 ) Proceeds from the issuance of long-term debt — 2,083.0 — — — — 2,083.0 Payments to extinguish long-term debt — (2,121.3 ) — — — — (2,121.3 ) Net change in other long-term obligation — — (3.8 ) — — — (3.8 ) Payments of debt financing costs — (9.6 ) — — — — (9.6 ) Net change in accounts payable-inventory financing — (1.2 ) (52.9 ) 12.7 — — (41.4 ) Effective portion of interest rate cap agreements — — 0.2 — — — — — — — — — 0.2 Proceeds from stock option exercises — 9.1 — — — — 9.1 Proceeds from Coworker Stock Purchase Plan — 7.6 — — — — 7.6 Repurchases of common stock (534.0 ) — — — — — (534.0 ) Payment of incentive compensation plan withholding taxes — (16.0 ) (24.0 ) (2.0 ) — — (42.0 ) Dividends (74.7 ) — — — — — (74.7 ) Principal payments under capital lease obligations — — (0.3 ) (0.8 ) — — (1.1 ) Repayment of intercompany loan — — 34.3 (34.3 ) — — — Distributions and advances from (to) affiliates 566.3 (202.6 ) (374.0 ) — — 10.3 — Net cash used in financing activities (42.4 ) — (85.7 ) — (420.7 ) — (9.1 ) — — — 10.3 — (547.6 ) Effect of exchange rate changes on cash and cash equivalents — — — 1.3 — — 1.3 Net decrease in cash and cash equivalents — (143.4 ) (3.1 ) (7.6 ) — (11.7 ) (165.8 ) Cash and cash equivalents—beginning of period — 222.7 3.1 37.9 — — 263.7 Cash and cash equivalents—end of period $ — $ 79.3 $ — $ 30.3 $ — $ (11.7 ) $ 97.9 Condensed Consolidating Statement of Cash Flows Nine Months Ended September 30, 2016 (in millions) Parent Guarantor Subsidiary Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Co-Issuer Consolidating Adjustments Consolidated Net cash provided by (used in) operating activities $ — $ (91.9 ) $ 495.7 $ 62.8 $ — $ 32.7 $ 499.3 Cash flows used in investing activities: Capital expenditures — (35.4 ) (3.2 ) (2.8 ) — — (41.4 ) Premium payments on interest rate cap agreements — (2.1 ) — — — — (2.1 ) Net cash used in investing activities — (37.5 ) (3.2 ) (2.8 ) — — (43.5 ) Cash flows from (used in) financing activities: Proceeds from borrowings under revolving credit facility — 329.7 — 2.4 — — 332.1 Repayments of borrowings under revolving credit facility — (329.7 ) — (2.4 ) — — (332.1 ) Repayments of long-term debt — (11.4 ) — (5.6 ) — — (17.0 ) Proceeds from issuance of long-term debt — 1,483.0 — — — — 1,483.0 Payments to extinguish long-term debt — (1,490.4 ) — — — — (1,490.4 ) Net change in other long-term obligation — — 15.7 — — — 15.7 Payment of debt financing costs — (4.5 ) — (1.4 ) — — (5.9 ) Net change in accounts payable - inventory financing — 1.4 41.0 (3.2 ) — — 39.2 Proceeds from stock option exercises — 6.0 — — — — 6.0 Proceeds from Coworker Stock Purchase Plan — 6.9 — — — — 6.9 Repurchases of common stock (355.0 ) — — — — — (355.0 ) Dividends (53.1 ) — — — — — (53.1 ) Principal payments under capital lease obligations — — 0.8 (1.1 ) — — (0.3 ) Repayment of intercompany loan — — 40.4 (40.4 ) — — — Distributions and advances from (to) affiliates 408.1 195.6 (590.4 ) — — (13.3 ) — Net cash provided by (used in) financing activities — 186.6 (492.5 ) (51.7 ) — (13.3 ) (370.9 ) Effect of exchange rate changes on cash and cash equivalents — — — (4.2 ) — — (4.2 ) Net increase in cash and cash equivalents — 57.2 — 4.1 — 19.4 80.7 Cash and cash equivalents—beginning of period — 45.1 — 31.9 — (39.4 ) 37.6 Cash and cash equivalents—end of period $ — $ 102.3 $ — $ 36.0 $ — $ (20.0 ) $ 118.3 |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On November 1, 2017 , the Company announced that its Board of Directors declared a quarterly cash dividend of $0.21 per common share to be paid on December 11, 2017 to all stockholders of record as of the close of business on November 24, 2017 . Future dividends will be subject to Board of Directors approval. |
Description of Business and S23
Description of Business and Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
Description of Business | Description of Business CDW Corporation (“Parent”) is a Fortune 500 company with multi-national capabilities and a leading provider of integrated information technology (“IT”) solutions to small, medium and large business, government, education and healthcare customers in the United States, Canada and the United Kingdom. The Company's offerings range from discrete hardware and software products to integrated IT solutions such as mobility, security, data center optimization, cloud computing, virtualization and collaboration. Throughout this report, the terms the “Company” and “CDW” refer to Parent and its 100% owned subsidiaries. Parent has two 100% owned subsidiaries, CDW LLC and CDW Finance Corporation. CDW LLC is an Illinois limited liability company that, together with its 100% owned subsidiaries, holds all material assets and conducts all business activities and operations of the Company. CDW Finance Corporation is a Delaware corporation formed for the sole purpose of acting as co-issuer of certain debt obligations and does not hold any material assets or engage in any business activities or operations. |
Basis of Presentation | Basis of Presentation The accompanying unaudited interim Consolidated Financial Statements as of September 30, 2017 and for the three and nine months ended September 30, 2017 and 2016 (the “Consolidated Financial Statements”) have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and the rules and regulations of the US Securities and Exchange Commission (the “SEC”) for interim financial statements. Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to the rules and regulations of the SEC. These Consolidated Financial Statements should be read in conjunction with the audited Consolidated Financial Statements and the notes thereto for the year ended December 31, 2016 included in the Company's Current Report on Form 8-K dated August 25, 2017 (the “December 31, 2016 Consolidated Financial Statements”). The significant accounting policies used in preparing these Consolidated Financial Statements were applied on a basis consistent with those reflected in the December 31, 2016 Consolidated Financial Statements. In the opinion of management, the Consolidated Financial Statements contain all adjustments (consisting of a normal, recurring nature) necessary to present fairly the Company's financial position, results of operations, comprehensive income, cash flows and changes in stockholders' equity as of the dates and for the periods indicated. The unaudited results of operations for such interim periods reported are not necessarily indicative of results for the full year. |
Principles of Consolidation | Principles of Consolidation The accompanying Consolidated Financial Statements include the accounts of Parent and its 100% owned subsidiaries. All intercompany transactions and accounts are eliminated in consolidation. |
Use of Estimates | Use of Estimates The preparation of the Consolidated Financial Statements in accordance with GAAP requires management to make use of certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the Consolidated Financial Statements and the reported amounts of revenue and expenses during the reported periods. The Company bases its estimates on historical experience and on various other assumptions that management believes are reasonable under the circumstances, the results of which form the basis for making judgments about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results could differ from those estimates. The notes to the Consolidated Financial Statements contained in the December 31, 2016 Consolidated Financial Statements include a discussion of the significant accounting policies and estimates used in the preparation of the Company's Consolidated Financial Statements. There have been no material changes to the Company's significant accounting policies and estimates during the nine months ended September 30, 2017 . |
Accounting for Derivative Instruments | Accounting for Derivative Instruments The Company has entered into interest rate cap agreements for the purpose of hedging its exposure to fluctuations in interest rates. The interest rate cap agreements are designated as cash flow hedges of interest rate risk and recorded at fair value in Other assets on the Consolidated Balance Sheets. The gain or loss on the derivative instruments is reported as a component of Accumulated Other Comprehensive Loss (“AOCL”) until reclassified to Interest expense in the same period the hedge transaction affects earnings. |
Recent Accounting Pronouncements | Accounting for Goodwill Impairment In January 2017, the FASB issued ASU 2017-04, Simplifying the Test for Goodwill Impairment (Topic 350). The amendments in this update eliminate step two of the current two-step process, which requires a hypothetical purchase price allocation when an impairment is determined to have occurred. This ASU 2017-04 is effective for the Company beginning in the first quarter of 2020 and allows for early adoption. The Company elected to early adopt this standard during the third quarter of 2017. The Company will continue to perform the quantitative goodwill impairment evaluation by comparing the fair value of each reporting unit to its carrying amount. Under the new standard, if the Company is required to recognize an impairment charge, the amount of the charge will be measured as the excess of a reporting unit's carrying amount over its fair value, not to exceed the carrying amount of goodwill. The adoption of this ASU did not have an impact on the Company's Consolidated Financial Statements. Classification of Certain Cash Receipts and Cash Payments In August 2016, the FASB issued ASU 2016-15, Classification of Certain Cash Receipts and Cash Payments (Topic 230), providing guidance for eight specific cash flow issues with the objective of reducing the existing diversity in practice. Among the updates, this standard requires cash payments for debt extinguishment costs to be classified as cash outflows from financing activities, which is consistent with the Company's current practice. This ASU is effective for the Company beginning in the first quarter of 2018 and allows for early adoption. The Company elected to early adopt this standard during the third quarter of 2017. The adoption of this ASU did not have an impact on the Company's Consolidated Financial Statements. Measurement of Credit Losses on Financial Instruments In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. This ASU introduces a new forward-looking approach, based on expected losses, to estimate credit losses on certain types of financial instruments, including trade receivables. The estimate of expected credit losses will require considerations of historical information, current information and reasonable and supportable forecasts. This ASU also expands the disclosure requirements to enable users of financial statements to understand the assumptions, models and methods for estimating expected credit losses. This ASU is effective for the Company beginning in the first quarter of 2020 and allows for early adoption beginning in the first quarter of 2019. The Company is currently evaluating the impact the ASU will have on its Consolidated Financial Statements. Accounting for Leases In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), requiring lessees to recognize assets and liabilities on the balance sheet for the rights and obligations created by long-term leases and to disclose additional quantitative and qualitative information about leasing arrangements. This ASU is effective for the Company beginning in the first quarter of 2019 and allows for early adoption. Although the Company is currently evaluating the provisions of the ASU to determine how it will be affected, the primary impact to the Company of the new ASU will be to record assets and liabilities for current operating leases, which are principally related to the Company’s real estate portfolio. Revenue Recognition In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606), which, along with amendments issued in 2015 and 2016, will replace most existing revenue recognition guidance under GAAP and eliminate industry-specific guidance. The core principle of the new guidance is that an entity should recognize revenue for the transfer of goods and services equal to an amount it expects to be entitled to receive for those goods and services. The ASU, as amended, will be effective for the Company beginning in the first quarter of 2018, and allows for early adoption in the first quarter of 2017. The new guidance permits two methods of adoption: retrospectively to each prior reporting period presented (full retrospective method), or retrospectively with the cumulative effect of initially applying the guidance recognized at the date of initial application (the cumulative catch-up transition method). The Company has established a cross-functional implementation team to analyze the effect of the ASU. The Company utilized a bottom-up approach to analyze the impact of the standard on its contract portfolio by reviewing the current accounting policies and practices to identify potential differences that would result from applying the requirements of the new standard to its revenue contracts. In addition, the Company identified, and is in the process of implementing, appropriate changes to its business processes, systems and controls to support recognition and disclosure under the new standard. The implementation team reports its findings and progress of the project to management and the Audit Committee on a frequent basis. The Company will adopt the guidance on January 1, 2018, and will utilize the full retrospective method. The Company has finalized its accounting policies under the new standard and it has determined: • The accounting for bill and hold transactions will result in revenue for certain of those arrangements being recognized earlier than under current GAAP. This change will not materially impact Net sales or Net income; • In certain security software transactions when accompanying third-party delivered software assurance is deemed to be critical or essential to the core functionality of the software license, the Company has determined that the software license and the accompanying third-party delivered software assurance are a single performance obligation. The value of the product is primarily the accompanying support delivered by a third-party and therefore the Company is acting as an agent in these transactions and will recognize them on a net basis. The Company currently recognizes revenue from the software license on a gross basis (i.e., acting as a principal) and accompanying third-party delivered software assurance on a net basis. While this change will not impact reported Gross profit, the Company estimates the impact of this on the 2016 full-year results would have been to reduce both Net sales and Cost of sales by $250 - $350 million ; and • The accounting for revenue related to hardware, software (excluding the above) and professional services will remain substantially unchanged. |
Inventory Financing Agreements
Inventory Financing Agreements (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Inventory Financing Agreements [Abstract] | |
Inventory Financing Agreements | Amounts included in Accounts payable-inventory financing are as follows: (in millions) September 30, 2017 December 31, 2016 Revolving Loan inventory financing agreement (1) $ 503.8 $ 558.3 Other inventory financing agreements (2) 37.5 22.1 Accounts payable-inventory financing $ 541.3 $ 580.4 (1) The Senior Secured Asset-Based Revolving Credit Facility (“Revolving Loan”) includes an inventory floorplan sub-facility that enables the Company to maintain an inventory financing agreement with a financial intermediary to facilitate the purchase of inventory from certain vendors on more favorable terms than offered directly by the vendors. (2) As of September 30, 2017 and December 31, 2016 , amounts less than $3 million each, were collateralized by the inventory purchased under these financing agreements and a second lien on the related accounts receivable. |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Long-term Debt, Unclassified [Abstract] | |
Carrying Value of Long-Term Debt | Long-term debt as of September 30, 2017 is as follows: (dollars in millions) Interest Rate Principal Unamortized Discount and Deferred Financing Costs Total Senior secured asset-based revolving credit facility (1) 2.9 % $ 176.0 $ — $ 176.0 CDW UK revolving credit facility (1) 1.7 % 16.1 — 16.1 Senior secured term loan facility 3.3 % 1,471.8 (2.2 ) 1,469.6 CDW UK term loan 1.7 % 75.0 (1.3 ) 73.7 Senior notes due 2023 5.0 % 525.0 (4.7 ) 520.3 Senior notes due 2024 5.5 % 575.0 (5.4 ) 569.6 Senior notes due 2025 5.0 % 600.0 (7.6 ) 592.4 Other long-term obligations 12.2 — 12.2 Total debt 3,451.1 (21.2 ) 3,429.9 Less current maturities (41.5 ) — (41.5 ) Long-term debt, excluding current maturities $ 3,409.6 $ (21.2 ) $ 3,388.4 (1) Represents a weighted-average interest rate. Long-term debt as of December 31, 2016 is as follows: (dollars in millions) Interest Principal Unamortized Discount and Deferred Financing Costs Total Senior secured asset-based revolving credit facility — % $ — $ — $ — CDW UK revolving credit facility — % — — — Senior secured term loan facility 3.3 % 1,483.0 (14.9 ) 1,468.1 CDW UK Term Loan 1.8 % 69.1 (1.6 ) 67.5 Senior notes due 2022 6.0 % 600.0 (5.6 ) 594.4 Senior notes due 2023 5.0 % 525.0 (5.3 ) 519.7 Senior notes due 2024 5.5 % 575.0 (6.0 ) 569.0 Other long-term obligations 15.7 — 15.7 Total debt 3,267.8 (33.4 ) 3,234.4 Less current maturities (18.5 ) — (18.5 ) Long-term debt, excluding current maturities $ 3,249.3 $ (33.4 ) $ 3,215.9 |
Schedule of Long-term Debt Instruments | The approximate fair values and related carrying values of the Company's long-term debt, including current maturities and excluding unamortized discount and unamortized deferred financing costs, were as follows: (in millions) September 30, 2017 December 31, 2016 Fair value $ 3,583.8 $ 3,334.8 Carrying value 3,451.1 3,267.8 |
Earnings per Share (Tables)
Earnings per Share (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |
Schedule of Weighted Average Number of Shares | A reconciliation of basic weighted-average shares outstanding to diluted weighted-average shares outstanding is as follows: Three Months Ended September 30, Nine Months Ended September 30, (in millions) 2017 2016 2017 2016 Basic weighted-average shares outstanding 153.8 162.1 156.3 164.8 Effect of dilutive securities (1) 2.4 2.8 2.9 2.1 Diluted weighted-average shares outstanding (2) 156.2 164.9 159.2 166.9 (1) The dilutive effect of outstanding stock options, restricted stock units, restricted stock, performance share units and Coworker Stock Purchase Plan units is reflected in the diluted weighted-average shares outstanding using the treasury stock method. (2) There were less than 1 million potential common shares excluded from diluted weighted-average shares outstanding for both the three and nine months ended September 30, 2017 and 2016 as their inclusion would have had an anti-dilutive effect. |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | Information about the Company’s segments is as follows: (in millions) Corporate Small Business Public Other Headquarters Total Three Months Ended September 30, 2017: Net sales $ 1,598.5 $ 311.5 $ 1,732.9 $ 391.0 $ — $ 4,033.9 Income (loss) from operations 121.0 17.7 122.3 14.5 (31.8 ) 243.7 Depreciation and amortization expense (20.8 ) (5.2 ) (11.2 ) (8.0 ) (20.5 ) (65.7 ) Three Months Ended September 30, 2016: Net sales $ 1,466.4 $ 282.5 $ 1,640.6 $ 318.7 $ — $ 3,708.2 Income (loss) from operations 120.0 18.0 120.0 10.0 (30.5 ) 237.5 Depreciation and amortization expense (20.7 ) (5.1 ) (11.2 ) (7.6 ) (18.5 ) (63.1 ) (in millions) Corporate Small Business Public Other Headquarters Total Nine Months Ended September 30, 2017: Net sales $ 4,705.5 $ 931.7 $ 4,583.5 $ 1,132.3 $ — $ 11,353.0 Income (loss) from operations 359.5 53.7 287.4 39.8 (95.8 ) $ 644.6 Depreciation and amortization expense (62.5 ) (15.4 ) (33.6 ) (22.7 ) (61.0 ) $ (195.2 ) Nine Months Ended September 30, 2016: Net sales $ 4,372.1 $ 848.2 $ 4,257.1 $ 1,012.1 $ — $ 10,489.5 Income (loss) from operations 339.1 52.3 287.0 27.4 (83.8 ) $ 622.0 Depreciation and amortization expense (62.1 ) (15.5 ) (33.5 ) (24.6 ) (55.0 ) $ (190.7 ) |
Supplemental Guarantor Inform28
Supplemental Guarantor Information (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Supplemental Guarantor Information [Abstract] | |
Condensed Consolidating Balance Sheets | Condensed Consolidating Balance Sheet December 31, 2016 (in millions) Parent Guarantor Subsidiary Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Co-Issuer Consolidating Adjustments Consolidated Assets Current assets: Cash and cash equivalents $ — $ 222.7 $ 3.1 $ 37.9 $ — $ — $ 263.7 Accounts receivable, net — — 1,904.9 263.7 — — 2,168.6 Merchandise inventory — — 390.6 61.4 — — 452.0 Miscellaneous receivables — 92.6 130.1 12.2 — — 234.9 Prepaid expenses and other — 14.3 69.0 35.6 — — 118.9 Total current assets — 329.6 2,497.7 410.8 — — 3,238.1 Property and equipment, net — 105.6 49.3 8.8 — — 163.7 Goodwill — 751.8 1,439.0 264.2 — — 2,455.0 Other intangible assets, net — 291.5 565.1 199.0 — — 1,055.6 Other assets 3.2 19.4 248.2 1.5 — (236.3 ) 36.0 Investment in and advances to subsidiaries 1,042.3 3,026.5 — — — (4,068.8 ) — Total assets $ 1,045.5 $ 4,524.4 $ 4,799.3 $ 884.3 $ — $ (4,305.1 ) $ 6,948.4 Liabilities and Stockholders’ Equity Current liabilities: Accounts payable-trade $ — $ 25.9 $ 895.3 $ 151.7 $ — $ — $ 1,072.9 Accounts payable-inventory financing — 1.2 559.5 19.7 — — 580.4 Current maturities of long-term debt — 14.9 3.6 — — — 18.5 Deferred revenue — — 100.8 71.8 — — 172.6 Accrued expenses — 173.9 214.8 47.7 — (0.1 ) 436.3 Total current liabilities — 215.9 1,774.0 290.9 — (0.1 ) 2,280.7 Long-term liabilities: Debt — 3,136.3 12.1 67.5 — — 3,215.9 Deferred income taxes — 99.1 205.4 67.9 — (3.2 ) 369.2 Other liabilities — 30.8 3.6 235.7 — (233.0 ) 37.1 Total long-term liabilities — 3,266.2 221.1 371.1 — (236.2 ) 3,622.2 Total stockholders’ equity 1,045.5 1,042.3 2,804.2 222.3 — (4,068.8 ) 1,045.5 Total liabilities and stockholders’ equity $ 1,045.5 $ 4,524.4 $ 4,799.3 $ 884.3 $ — $ (4,305.1 ) $ 6,948.4 Condensed Consolidating Balance Sheet September 30, 2017 (in millions) Parent Guarantor Subsidiary Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Co-Issuer Consolidating Adjustments Consolidated Assets Current assets: Cash and cash equivalents $ — $ 79.3 $ — $ 30.3 $ — $ (11.7 ) $ 97.9 Accounts receivable, net — — 2,013.0 298.3 — — 2,311.3 Merchandise inventory — — 456.2 92.8 — — 549.0 Miscellaneous receivables — 122.8 232.5 25.5 — — 380.8 Prepaid expenses and other — 16.5 88.9 48.1 — — 153.5 Total current assets — 218.6 2,790.6 495.0 — (11.7 ) 3,492.5 Property and equipment, net — 97.9 45.2 19.4 — — 162.5 Goodwill — 751.8 1,439.0 286.8 — — 2,477.6 Other intangible assets, net — 280.6 459.3 197.2 — — 937.1 Other assets 2.8 34.9 234.1 4.4 — (244.1 ) 32.1 Investment in and advances to subsidiaries 845.8 3,155.5 — — — (4,001.3 ) — Total assets $ 848.6 $ 4,539.3 $ 4,968.2 $ 1,002.8 $ — $ (4,257.1 ) $ 7,101.8 Liabilities and Stockholders’ Equity Current liabilities: Accounts payable—trade $ — $ 22.7 $ 1,065.8 $ 147.8 $ — $ (11.7 ) $ 1,224.6 Accounts payable—inventory financing — — 506.6 34.7 — — 541.3 Current maturities of long-term debt — 14.9 3.8 22.8 — — 41.5 Deferred revenue — — 136.4 92.0 — — 228.4 Accrued expenses — 227.4 224.1 71.0 — 0.4 522.9 Total current liabilities — 265.0 1,936.7 368.3 — (11.3 ) 2,558.7 Long-term liabilities: Debt — 3,313.2 8.3 66.9 — — 3,388.4 Deferred income taxes — 91.8 160.5 66.4 — (2.8 ) 315.9 Other liabilities 42.1 23.5 4.5 203.9 — (241.7 ) 32.3 Total long-term liabilities 42.1 3,428.5 173.3 337.2 — (244.5 ) 3,736.6 Total stockholders’ equity 806.5 845.8 2,858.2 297.3 — (4,001.3 ) 806.5 Total liabilities and stockholders’ equity $ 848.6 $ 4,539.3 $ 4,968.2 $ 1,002.8 $ — $ (4,257.1 ) $ 7,101.8 |
Consolidating Statements of Operations | Consolidating Statement of Operations Nine Months Ended September 30, 2017 (in millions) Parent Guarantor Subsidiary Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Co-Issuer Consolidating Adjustments Consolidated Net sales $ — $ — $ 10,220.7 $ 1,132.3 $ — $ — $ 11,353.0 Cost of sales — — 8,571.2 946.2 — — 9,517.4 Gross profit — — 1,649.5 186.1 — — 1,835.6 Selling and administrative expenses — 95.8 826.3 140.8 — — 1,062.9 Advertising expense — — 122.6 5.5 — — 128.1 Income (loss) from operations — (95.8 ) 700.6 39.8 — — 644.6 Interest (expense) income, net — (111.8 ) 3.1 (4.7 ) — — (113.4 ) Net loss on extinguishments of long-term debt — (57.4 ) — — — — (57.4 ) Other income — — 0.4 1.5 — — 1.9 Income (loss) before income taxes — (265.0 ) 704.1 36.6 — — 475.7 Income tax benefit (expense) — 112.8 (251.2 ) (9.5 ) — — (147.9 ) Income (loss) before equity in earnings of subsidiaries — (152.2 ) 452.9 27.1 — — 327.8 Equity in earnings of subsidiaries 327.8 480.0 — — — (807.8 ) — Net income $ 327.8 $ 327.8 $ 452.9 $ 27.1 $ — $ (807.8 ) $ 327.8 Consolidating Statement of Operations Three Months Ended September 30, 2017 (in millions) Parent Guarantor Subsidiary Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Co-Issuer Consolidating Adjustments Consolidated Net sales $ — $ — $ 3,642.9 $ 391.0 $ — $ — $ 4,033.9 Cost of sales — — 3,066.2 325.7 — — 3,391.9 Gross profit — — 576.7 65.3 — — 642.0 Selling and administrative expenses — 31.8 271.9 48.3 — — 352.0 Advertising expense — — 43.8 2.5 — — 46.3 Income (loss) from operations — (31.8 ) 261.0 14.5 — — 243.7 Interest (expense) income, net — (37.3 ) 1.0 (1.5 ) — — (37.8 ) Other income (expense) — (0.2 ) 0.3 0.6 — — 0.7 Income (loss) before income taxes — (69.3 ) 262.3 13.6 — — 206.6 Income tax benefit (expense) — 26.2 (100.2 ) (3.4 ) — — (77.4 ) Income (loss) before equity in earnings of subsidiaries — (43.1 ) 162.1 10.2 — — 129.2 Equity in earnings of subsidiaries 129.2 172.3 — — — (301.5 ) — Net income $ 129.2 $ 129.2 $ 162.1 $ 10.2 $ — $ (301.5 ) $ 129.2 Consolidating Statement of Operations Nine Months Ended September 30, 2016 (in millions) Parent Guarantor Subsidiary Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Co-Issuer Consolidating Adjustments Consolidated Net sales $ — $ — $ 9,477.4 $ 1,012.1 $ — $ — $ 10,489.5 Cost of sales — — 7,891.6 848.6 — — 8,740.2 Gross profit — — 1,585.8 163.5 — — 1,749.3 Selling and administrative expenses — 83.1 793.2 132.7 — — 1,009.0 Advertising expense — — 114.5 3.8 — — 118.3 Income (loss) from operations — (83.1 ) 678.1 27.0 — — 622.0 Interest (expense) income, net — (112.4 ) 5.6 (5.8 ) — — (112.6 ) Net loss on extinguishments of long-term debt — (2.1 ) — — — — (2.1 ) Other income — 0.7 1.0 0.6 — — 2.3 Income (loss) before income taxes — (196.9 ) 684.7 21.8 — — 509.6 Income tax benefit (expense) — 76.2 (259.9 ) (4.7 ) — — (188.4 ) Income (loss) before equity in earnings of subsidiaries — (120.7 ) 424.8 17.1 — — 321.2 Equity in earnings of subsidiaries 321.2 441.9 — — — (763.1 ) — Net income $ 321.2 $ 321.2 $ 424.8 $ 17.1 $ — $ (763.1 ) $ 321.2 Consolidating Statement of Operations Three Months Ended September 30, 2016 (in millions) Parent Guarantor Subsidiary Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Co-Issuer Consolidating Adjustments Consolidated Net sales $ — $ — $ 3,389.6 $ 318.6 $ — $ — $ 3,708.2 Cost of sales — — 2,828.7 265.2 — — 3,093.9 Gross profit — — 560.9 53.4 — — 614.3 Selling and administrative expenses — 30.0 262.1 42.8 — — 334.9 Advertising expense — — 40.9 1.0 — — 41.9 Income (loss) from operations — (30.0 ) 257.9 9.6 — — 237.5 Interest (expense) income, net — (37.6 ) 1.8 (1.8 ) — — (37.6 ) Net loss on extinguishments of long-term debt — (2.1 ) — — — — (2.1 ) Other income — 0.7 0.3 (0.6 ) — — 0.4 Income (loss) before income taxes — (69.0 ) 260.0 7.2 — — 198.2 Income tax benefit (expense) — 27.6 (99.4 ) (0.5 ) — — (72.3 ) Income (loss) before equity in earnings of subsidiaries — (41.4 ) 160.6 6.7 — — 125.9 Equity in earnings of subsidiaries 125.9 167.3 — — — (293.2 ) — Net income $ 125.9 $ 125.9 $ 160.6 $ 6.7 $ — $ (293.2 ) $ 125.9 |
Condensed Statement of Comprehensive Income | Condensed Consolidating Statement of Comprehensive Income Three Months Ended September 30, 2016 (in millions) Parent Guarantor Subsidiary Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Co-Issuer Consolidating Adjustments Consolidated Comprehensive income (loss) $ 114.0 $ 114.0 $ 160.6 $ (5.2 ) $ — $ (269.4 ) $ 114.0 Condensed Consolidating Statement of Comprehensive Income Three Months Ended September 30, 2017 (in millions) Parent Guarantor Subsidiary Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Co-Issuer Consolidating Adjustments Consolidated Comprehensive income $ 143.4 $ 143.4 $ 162.1 $ 24.1 $ — $ (329.6 ) $ 143.4 Condensed Consolidating Statement of Comprehensive Income Nine Months Ended September 30, 2017 (in millions) Parent Guarantor Subsidiary Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Co-Issuer Consolidating Adjustments Consolidated Comprehensive income $ 365.7 $ 365.7 $ 452.9 $ 66.4 $ — $ (885.0 ) $ 365.7 Condensed Consolidating Statement of Comprehensive Income Nine Months Ended September 30, 2016 (in millions) Parent Guarantor Subsidiary Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Co-Issuer Consolidating Adjustments Consolidated Comprehensive income (loss) $ 266.5 $ 266.5 $ 424.8 $ (37.6 ) $ — $ (653.7 ) $ 266.5 |
Condensed Consolidating Statements Cash Flows | Condensed Consolidating Statement of Cash Flows Nine Months Ended September 30, 2016 (in millions) Parent Guarantor Subsidiary Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Co-Issuer Consolidating Adjustments Consolidated Net cash provided by (used in) operating activities $ — $ (91.9 ) $ 495.7 $ 62.8 $ — $ 32.7 $ 499.3 Cash flows used in investing activities: Capital expenditures — (35.4 ) (3.2 ) (2.8 ) — — (41.4 ) Premium payments on interest rate cap agreements — (2.1 ) — — — — (2.1 ) Net cash used in investing activities — (37.5 ) (3.2 ) (2.8 ) — — (43.5 ) Cash flows from (used in) financing activities: Proceeds from borrowings under revolving credit facility — 329.7 — 2.4 — — 332.1 Repayments of borrowings under revolving credit facility — (329.7 ) — (2.4 ) — — (332.1 ) Repayments of long-term debt — (11.4 ) — (5.6 ) — — (17.0 ) Proceeds from issuance of long-term debt — 1,483.0 — — — — 1,483.0 Payments to extinguish long-term debt — (1,490.4 ) — — — — (1,490.4 ) Net change in other long-term obligation — — 15.7 — — — 15.7 Payment of debt financing costs — (4.5 ) — (1.4 ) — — (5.9 ) Net change in accounts payable - inventory financing — 1.4 41.0 (3.2 ) — — 39.2 Proceeds from stock option exercises — 6.0 — — — — 6.0 Proceeds from Coworker Stock Purchase Plan — 6.9 — — — — 6.9 Repurchases of common stock (355.0 ) — — — — — (355.0 ) Dividends (53.1 ) — — — — — (53.1 ) Principal payments under capital lease obligations — — 0.8 (1.1 ) — — (0.3 ) Repayment of intercompany loan — — 40.4 (40.4 ) — — — Distributions and advances from (to) affiliates 408.1 195.6 (590.4 ) — — (13.3 ) — Net cash provided by (used in) financing activities — 186.6 (492.5 ) (51.7 ) — (13.3 ) (370.9 ) Effect of exchange rate changes on cash and cash equivalents — — — (4.2 ) — — (4.2 ) Net increase in cash and cash equivalents — 57.2 — 4.1 — 19.4 80.7 Cash and cash equivalents—beginning of period — 45.1 — 31.9 — (39.4 ) 37.6 Cash and cash equivalents—end of period $ — $ 102.3 $ — $ 36.0 $ — $ (20.0 ) $ 118.3 Condensed Consolidating Statement of Cash Flows Nine Months Ended September 30, 2017 (in millions) Parent Guarantor Subsidiary Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Co-Issuer Consolidating Adjustments Consolidated Net cash provided by (used in) operating activities $ 42.4 $ (17.7 ) $ 422.4 $ 14.0 $ — $ (22.0 ) $ 439.1 Cash flows used in investing activities: Capital expenditures — (40.0 ) (4.8 ) (13.8 ) — — (58.6 ) Net cash used in investing activities — (40.0 ) (4.8 ) (13.8 ) — — (58.6 ) Cash flows from (used in) financing activities: Proceeds from borrowings under revolving credit facility — 1,233.3 — 45.8 — — 1,279.1 Repayments of borrowings under revolving credit facility — (1,057.0 ) — (30.5 ) — — (1,087.5 ) Repayments of long-term debt — (11.2 ) — — — — (11.2 ) Proceeds from the issuance of long-term debt — 2,083.0 — — — — 2,083.0 Payments to extinguish long-term debt — (2,121.3 ) — — — — (2,121.3 ) Net change in other long-term obligation — — (3.8 ) — — — (3.8 ) Payments of debt financing costs — (9.6 ) — — — — (9.6 ) Net change in accounts payable-inventory financing — (1.2 ) (52.9 ) 12.7 — — (41.4 ) Effective portion of interest rate cap agreements — — 0.2 — — — — — — — — — 0.2 Proceeds from stock option exercises — 9.1 — — — — 9.1 Proceeds from Coworker Stock Purchase Plan — 7.6 — — — — 7.6 Repurchases of common stock (534.0 ) — — — — — (534.0 ) Payment of incentive compensation plan withholding taxes — (16.0 ) (24.0 ) (2.0 ) — — (42.0 ) Dividends (74.7 ) — — — — — (74.7 ) Principal payments under capital lease obligations — — (0.3 ) (0.8 ) — — (1.1 ) Repayment of intercompany loan — — 34.3 (34.3 ) — — — Distributions and advances from (to) affiliates 566.3 (202.6 ) (374.0 ) — — 10.3 — Net cash used in financing activities (42.4 ) — (85.7 ) — (420.7 ) — (9.1 ) — — — 10.3 — (547.6 ) Effect of exchange rate changes on cash and cash equivalents — — — 1.3 — — 1.3 Net decrease in cash and cash equivalents — (143.4 ) (3.1 ) (7.6 ) — (11.7 ) (165.8 ) Cash and cash equivalents—beginning of period — 222.7 3.1 37.9 — — 263.7 Cash and cash equivalents—end of period $ — $ 79.3 $ — $ 30.3 $ — $ (11.7 ) $ 97.9 |
Description of Business and S29
Description of Business and Summary of Significant Accounting Policies (Details) | Sep. 30, 2017subsidiary |
Accounting Policies [Abstract] | |
Number of owned subsidiaries | 2 |
Recent Accounting Pronounceme30
Recent Accounting Pronouncements Recent Accounting Pronouncements (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Net sales | $ 4,033.9 | $ 3,708.2 | $ 11,353 | $ 10,489.5 | |
Cost of sales | $ 3,391.9 | $ 3,093.9 | $ 9,517.4 | $ 8,740.2 | |
Minimum | Pro Forma | Accounting Standards Update 2014-09 | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Net sales | $ 250 | ||||
Cost of sales | 250 | ||||
Maximum | Pro Forma | Accounting Standards Update 2014-09 | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Net sales | 350 | ||||
Cost of sales | $ 300 |
Goodwill (Details)
Goodwill (Details) | Jan. 01, 2017USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill impairment loss | $ 0 |
Inventory Financing Agreement32
Inventory Financing Agreements (Details) - USD ($) $ in Millions | Sep. 30, 2017 | Dec. 31, 2016 |
Inventory Financing Agreements [Line Items] | ||
Accounts payable-inventory financing | $ 541.3 | $ 580.4 |
Accounts Payable, Inventory Financing | ||
Inventory Financing Agreements [Line Items] | ||
Revolving Loan inventory financing agreement | 503.8 | 558.3 |
Other inventory financing agreements | 37.5 | 22.1 |
Accounts payable-inventory financing | 541.3 | 580.4 |
Accounts Payable, Inventory Financing Collateralized | ||
Inventory Financing Agreements [Line Items] | ||
Other inventory financing agreements | $ 3 | $ 3 |
Financial Instruments (Details)
Financial Instruments (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Derivative [Line Items] | |||||
Interest gain (loss) reclassified to earnings | $ 0.5 | $ 0 | |||
Cap agreement effective 1/1/17-12/31/18 | |||||
Derivative [Line Items] | |||||
Interest rate cap, cap rate | 1.50% | 1.50% | |||
Notional amount | $ 1,400 | $ 1,400 | |||
Interest rate cap, fair value | 3 | 3 | $ 5 | ||
Interest Rate Contract | |||||
Derivative [Line Items] | |||||
Unrealized loss on effective portion of interest rate cap agreements | 1 | ||||
Tax benefit | 1 | ||||
Amount to be reclassified from AOCL to interest expense | 4 | ||||
Derivative | |||||
Derivative [Line Items] | |||||
Interest gain (loss) reclassified to earnings | $ 1 | $ (1) | $ 1 | $ (1) |
Long-Term Debt - Debt Balances
Long-Term Debt - Debt Balances and Interest Rates (Details) £ in Millions, $ in Millions | Sep. 30, 2017GBP (£) | Sep. 30, 2017USD ($) | Dec. 31, 2016USD ($) | Aug. 01, 2016GBP (£) |
Debt Instrument [Line Items] | ||||
Long-term debt | $ 3,451.1 | $ 3,267.8 | ||
Long-term debt, current maturities, gross | (41.5) | (18.5) | ||
Long-term debt, excluding current maturities, gross | 3,409.6 | 3,249.3 | ||
Deferred finance costs, net | 21.2 | 33.4 | ||
Deferred finance costs, current, net | 0 | 0 | ||
Deferred financing costs, noncurrent, net | (21.2) | (33.4) | ||
Long-term debt, net of deferred financing costs | 3,429.9 | 3,234.4 | ||
Current maturities of long-term debt, net of Deferred financing costs | (41.5) | (18.5) | ||
Long-term debt, excluding current maturities, net of deferred financing costs | $ 3,388.4 | $ 3,215.9 | ||
Senior secured asset-based revolving credit facility | ||||
Debt Instrument [Line Items] | ||||
Interest Rate | 2.90% | 2.90% | 0.00% | |
Long-term debt | $ 176 | $ 0 | ||
Deferred finance costs, net | 0 | 0 | ||
Long-term debt, net of deferred financing costs | $ 176 | $ 0 | ||
CDW UK revolving credit facility | ||||
Debt Instrument [Line Items] | ||||
Interest Rate | 1.70% | 1.70% | 0.00% | |
Long-term debt | £ 12 | $ 16.1 | $ 0 | |
Deferred finance costs, net | 0 | 0 | ||
Long-term debt, net of deferred financing costs | $ 16.1 | $ 0 | ||
Senior secured term loan facility | ||||
Debt Instrument [Line Items] | ||||
Interest Rate | 3.30% | 3.30% | 3.30% | |
Long-term debt | $ 1,471.8 | $ 1,483 | ||
Deferred finance costs, net | 2.2 | 14.9 | ||
Long-term debt, net of deferred financing costs | $ 1,469.6 | $ 1,468.1 | ||
CDW UK term loan | ||||
Debt Instrument [Line Items] | ||||
Interest Rate | 1.69% | 1.69% | 1.80% | |
Long-term debt | $ 75 | $ 69.1 | £ 56 | |
Deferred finance costs, net | 1.3 | 1.6 | ||
Long-term debt, net of deferred financing costs | $ 73.7 | $ 67.5 | ||
Senior notes due 2022 | ||||
Debt Instrument [Line Items] | ||||
Interest Rate | 6.00% | |||
Long-term debt | $ 600 | |||
Deferred finance costs, net | 5.6 | |||
Long-term debt, net of deferred financing costs | $ 594.4 | |||
Senior notes due 2023 | ||||
Debt Instrument [Line Items] | ||||
Interest Rate | 5.00% | 5.00% | 5.00% | |
Long-term debt | $ 525 | $ 525 | ||
Deferred finance costs, net | 4.7 | 5.3 | ||
Long-term debt, net of deferred financing costs | $ 520.3 | $ 519.7 | ||
Senior notes due 2024 | ||||
Debt Instrument [Line Items] | ||||
Interest Rate | 5.50% | 5.50% | 5.50% | |
Long-term debt | $ 575 | $ 575 | ||
Deferred finance costs, net | 5.4 | 6 | ||
Long-term debt, net of deferred financing costs | $ 569.6 | 569 | ||
Senior notes due 2025 | ||||
Debt Instrument [Line Items] | ||||
Interest Rate | 5.00% | 5.00% | ||
Long-term debt | $ 600 | |||
Deferred finance costs, net | 7.6 | |||
Long-term debt, net of deferred financing costs | 592.4 | |||
Other long-term obligations | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 12.2 | 15.7 | ||
Deferred finance costs, net | 0 | 0 | ||
Long-term debt, net of deferred financing costs | $ 12.2 | $ 15.7 |
Long-Term Debt - Revolving Loan
Long-Term Debt - Revolving Loan (Details) - USD ($) $ in Millions | Mar. 31, 2017 | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||||||
Debt, short-term and long-term | $ 3,451.1 | $ 3,451.1 | $ 3,267.8 | |||
Net loss on extinguishments of long-term debt | 0 | $ 2.1 | 57.4 | $ 2.1 | ||
Senior secured asset-based revolving credit facility | ||||||
Debt Instrument [Line Items] | ||||||
Debt, short-term and long-term | 176 | 176 | 0 | |||
Undrawn letters of credit | 1 | 1 | ||||
Borrowing base | 1,872 | 1,872 | ||||
Additional borrowing capacity | 794 | 794 | ||||
Cash availability, minimum liquidity | $ 125 | $ 125 | ||||
Cash availability, percentage of borrowing base | 10.00% | 10.00% | ||||
Minimum liquidity, amount | $ 100 | $ 100 | ||||
Basis spread on variable rate (as percent) | 1.00% | |||||
Debt instrument term | 5 years | |||||
Maximum borrowing capacity | $ 1,450 | 1,250 | ||||
Maximum aggregate increase | $ 300 | |||||
Unused portion of revolving credit facility, fees | 0.25% | |||||
Potential margin reduction | 0.25% | |||||
Net loss on extinguishments of long-term debt | $ 1 | |||||
Deferred finance costs, net and unamortized premium | 4 | 4 | ||||
Senior secured term loan facility | ||||||
Debt Instrument [Line Items] | ||||||
Debt, short-term and long-term | 1,471.8 | 1,471.8 | $ 1,483 | |||
Net loss on extinguishments of long-term debt | 14 | |||||
Deferred finance costs, net and unamortized premium | $ 5 | $ 5 | ||||
Minimum | Senior secured asset-based revolving credit facility | ||||||
Debt Instrument [Line Items] | ||||||
Consolidated fixed charge coverage ratio | 1 | 1 | ||||
Federal Funds Effective Swap Rate | Senior secured asset-based revolving credit facility | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate (as percent) | 0.50% | |||||
London Interbank Offered Rate (LIBOR) | Minimum | Senior secured asset-based revolving credit facility | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate (as percent) | 1.25% | |||||
London Interbank Offered Rate (LIBOR) | Maximum | Senior secured asset-based revolving credit facility | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate (as percent) | 1.75% | |||||
Base Rate | Minimum | Senior secured asset-based revolving credit facility | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate (as percent) | 0.25% | |||||
Base Rate | Maximum | Senior secured asset-based revolving credit facility | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate (as percent) | 0.75% | |||||
Accounts Payable, Inventory Financing | Senior secured asset-based revolving credit facility | ||||||
Debt Instrument [Line Items] | ||||||
Amount owed under Revolving loan financing agreement | $ 480 | $ 480 |
Long-Term Debt - Term Loan (Det
Long-Term Debt - Term Loan (Details) £ in Millions, $ in Millions | Aug. 01, 2016GBP (£) | Sep. 30, 2018GBP (£) | Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2017GBP (£) | Sep. 30, 2017USD ($) | Dec. 31, 2016USD ($) |
Debt Instrument [Line Items] | ||||||||||
Debt, short-term and long-term | $ 3,451.1 | $ 3,267.8 | ||||||||
Net loss on extinguishments of long-term debt | $ 0 | $ 2.1 | $ 57.4 | $ 2.1 | ||||||
Senior secured term loan facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt, short-term and long-term | 1,471.8 | $ 1,483 | ||||||||
Deferred financing costs | $ 2 | |||||||||
Quarterly amortization payment of original principal, Percent | 0.25% | 0.25% | ||||||||
Net loss on extinguishments of long-term debt | $ 14 | |||||||||
Deferred finance costs, net and unamortized premium | $ (5) | |||||||||
Unamortized discount | $ 9 | |||||||||
Interest Rate | 3.30% | 3.30% | 3.30% | |||||||
CDW UK term loan | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt, short-term and long-term | £ 56 | $ 75 | $ 69.1 | |||||||
Variable interest rate margin | 1.40% | 1.40% | ||||||||
Deferred finance costs, net and unamortized premium | $ (1) | |||||||||
Debt instrument term | 5 years | |||||||||
Interest Rate | 1.69% | 1.69% | 1.80% | |||||||
CDW UK revolving credit facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt, short-term and long-term | £ 12 | $ 16.1 | $ 0 | |||||||
Interest Rate | 1.70% | 1.70% | 0.00% | |||||||
Additional borrowing capacity | £ 50 | $ 67 | ||||||||
ABR | Senior secured term loan facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Variable interest rate margin | 1.00% | 1.00% | ||||||||
LIBOR | Senior secured term loan facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Variable interest rate margin | 2.00% | 2.00% | ||||||||
Potential margin reduction | 0.25% | 0.25% | ||||||||
Scenario, Forecast | CDW UK term loan | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Repayments of debt | £ 5 | $ 7 |
Long-Term Debt - Senior Notes (
Long-Term Debt - Senior Notes (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Debt Instrument [Line Items] | |||||
Debt, short-term and long-term | $ 3,451.1 | $ 3,451.1 | $ 3,267.8 | ||
Net loss on extinguishments of long-term debt | 0 | $ 2.1 | 57.4 | $ 2.1 | |
Deferred finance costs, net | 21.2 | $ 21.2 | 33.4 | ||
Senior notes due 2022 | |||||
Debt Instrument [Line Items] | |||||
Debt, short-term and long-term | $ 600 | ||||
Redemption price, percentage | 106.182% | ||||
Net loss on extinguishments of long-term debt | 43 | ||||
Redemption premium | 37 | ||||
Deferred finance costs, net and unamortized premium | (6) | $ (6) | |||
Interest Rate | 6.00% | ||||
Deferred finance costs, net | $ 5.6 | ||||
Senior notes due 2023 | |||||
Debt Instrument [Line Items] | |||||
Debt, short-term and long-term | $ 525 | $ 525 | $ 525 | ||
Interest Rate | 5.00% | 5.00% | 5.00% | ||
Deferred finance costs, net | $ 4.7 | $ 4.7 | $ 5.3 | ||
Senior notes due 2024 | |||||
Debt Instrument [Line Items] | |||||
Debt, short-term and long-term | $ 575 | $ 575 | $ 575 | ||
Interest Rate | 5.50% | 5.50% | 5.50% | ||
Deferred finance costs, net | $ 5.4 | $ 5.4 | $ 6 | ||
Senior notes due 2025 | |||||
Debt Instrument [Line Items] | |||||
Debt, short-term and long-term | $ 600 | $ 600 | |||
Interest Rate | 5.00% | 5.00% | |||
Deferred finance costs, net | $ 7.6 | $ 7.6 |
Long-Term Debt - Debt Covenants
Long-Term Debt - Debt Covenants (Details) £ in Millions, $ in Millions | Sep. 30, 2017GBP (£) | Sep. 30, 2017USD ($) |
Senior secured term loan facility | ||
Debt Instrument [Line Items] | ||
Amount of restricted payment capacity | $ 1,056 | |
Net leverage ratio | 2.88 | 2.88 |
Senior secured term loan facility | Maximum | ||
Debt Instrument [Line Items] | ||
Net leverage ratio | 3.25 | 3.25 |
CDW UK term loan | ||
Debt Instrument [Line Items] | ||
Amount of restricted payment capacity | £ 56 | $ 75 |
Long-Term Debt - Fair Value of
Long-Term Debt - Fair Value of Long-Term Debt (Details) £ in Millions, $ in Millions | Sep. 30, 2017USD ($) | Dec. 31, 2016USD ($) | Aug. 01, 2016GBP (£) |
Fair Value [Line Items] | |||
Debt, short-term and long-term | $ 3,451.1 | $ 3,267.8 | |
Fair Value, Inputs, Level 2 | |||
Fair Value [Line Items] | |||
Long-term debt, fair value disclosures | 3,583.8 | 3,334.8 | |
CDW UK term loan | |||
Fair Value [Line Items] | |||
Debt, short-term and long-term | $ 75 | $ 69.1 | £ 56 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Income Tax Disclosure [Abstract] | ||||
Income tax expense | $ 77.4 | $ 72.3 | $ 147.9 | $ 188.4 |
Effective income tax rate reconciliation, percent | 37.50% | 36.50% | 31.10% | 37.00% |
Deferred income tax expense | $ (1) | |||
Effective income tax rate reconciliation, share-based compensation, excess tax benefit, amount | $ 1 | $ 1 | $ 31 | $ 1 |
Earnings per Share (Details)
Earnings per Share (Details) - shares shares in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Earnings Per Share [Abstract] | ||||
Basic weighted-average shares outstanding (in shares) | 153.8 | 162.1 | 156.3 | 164.8 |
Effect of dilutive securities (in shares) | 2.4 | 2.8 | 2.9 | 2.1 |
Diluted weighted-average shares outstanding (in shares) | 156.2 | 164.9 | 159.2 | 166.9 |
Anti-dilutive shares (less than) (in shares) | 1 | 1 | 1 | 1 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) $ in Millions | Aug. 03, 2017USD ($) |
Equity [Abstract] | |
Stock repurchase program, additional amount authorized to be repurchased | $ 750 |
Equity-Based Compensation (Deta
Equity-Based Compensation (Details) - USD ($) $ / shares in Units, $ in Millions | Jun. 26, 2017 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Payment of incentive compensation plan withholding taxes | $ 42 | $ 0 | ||
Performance Shares | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Equity instruments vested (in shares) | 748,855 | |||
Weighted average grant date fair value (in dollars per share) | $ 24.40 | |||
Payment of incentive compensation plan withholding taxes | 18 | |||
Performance Shares | Maximum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Potential vesting percentage range of shares | 193.50% | |||
Restricted Stock Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Payment of incentive compensation plan withholding taxes | $ 24 | |||
Number of awards vested in the period (shares) | 997,450 | |||
Awards vested, weighted average grant date fair value (in usd per share) | $ 17.04 |
Other Compensation Benefits (De
Other Compensation Benefits (Details) - USD ($) $ in Millions | Sep. 15, 2017 | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 |
Compensation Related Costs [Abstract] | |||||
RDU Plan, obligation payment | $ 31 | ||||
RDU Plan, compensation expense | $ 1 | $ 1 | $ 2 | $ 1 |
Segment Information (Details)
Segment Information (Details) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017USD ($)employee | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($)employeesegment | Sep. 30, 2016USD ($) | |
Segment Reporting Information [Line Items] | ||||
Number of reportable segments | segment | 3 | |||
Number of operating segments which do not meet reportable unit quantitative threshold | segment | 2 | |||
Net sales | $ 4,033.9 | $ 3,708.2 | $ 11,353 | $ 10,489.5 |
Income (loss) from operations | 243.7 | 237.5 | 644.6 | 622 |
Depreciation and amortization expense | (65.7) | (63.1) | (195.2) | (190.7) |
Operating Segments | Corporate | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 1,598.5 | 1,466.4 | 4,705.5 | 4,372.1 |
Income (loss) from operations | 121 | 120 | 359.5 | 339.1 |
Depreciation and amortization expense | (20.8) | (20.7) | (62.5) | (62.1) |
Operating Segments | Small Business | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 311.5 | 282.5 | 931.7 | 848.2 |
Income (loss) from operations | 17.7 | 18 | 53.7 | 52.3 |
Depreciation and amortization expense | (5.2) | (5.1) | (15.4) | (15.5) |
Operating Segments | Public | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 1,732.9 | 1,640.6 | 4,583.5 | 4,257.1 |
Income (loss) from operations | 122.3 | 120 | 287.4 | 287 |
Depreciation and amortization expense | (11.2) | (11.2) | (33.6) | (33.5) |
Operating Segments | Other | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 391 | 318.7 | 1,132.3 | 1,012.1 |
Income (loss) from operations | 14.5 | 10 | 39.8 | 27.4 |
Depreciation and amortization expense | (8) | (7.6) | (22.7) | (24.6) |
Headquarters | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Income (loss) from operations | (31.8) | (30.5) | (95.8) | (83.8) |
Depreciation and amortization expense | $ (20.5) | $ (18.5) | $ (61) | $ (55) |
Minimum | Corporate | ||||
Segment Reporting Information [Line Items] | ||||
Customer segments, customer employee headcount | employee | 250 | 250 | ||
Maximum | Small Business | ||||
Segment Reporting Information [Line Items] | ||||
Customer segments, customer employee headcount | employee | 250 | 250 |
Supplemental Guarantor Inform46
Supplemental Guarantor Information - Condensed Consolidating Balance Sheets (Details) - USD ($) $ in Millions | Sep. 30, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Dec. 31, 2015 |
Current assets: | ||||
Cash and cash equivalents | $ 97.9 | $ 263.7 | $ 118.3 | $ 37.6 |
Accounts receivable, net | 2,311.3 | 2,168.6 | ||
Merchandise inventory | 549 | 452 | ||
Miscellaneous receivables | 380.8 | 234.9 | ||
Prepaid expenses and other | 153.5 | 118.9 | ||
Total current assets | 3,492.5 | 3,238.1 | ||
Property and equipment, net | 162.5 | 163.7 | ||
Goodwill | 2,477.6 | 2,455 | ||
Other intangible assets, net | 937.1 | 1,055.6 | ||
Other assets | 32.1 | 36 | ||
Investment in and advances to subsidiaries | 0 | 0 | ||
Total assets | 7,101.8 | 6,948.4 | ||
Current liabilities: | ||||
Accounts payable-trade | 1,224.6 | 1,072.9 | ||
Accounts payable-inventory financing | 541.3 | 580.4 | ||
Current maturities of long-term debt | 41.5 | 18.5 | ||
Deferred revenue | 228.4 | 172.6 | ||
Accrued expenses | 522.9 | 436.3 | ||
Total current liabilities | 2,558.7 | 2,280.7 | ||
Long-term liabilities: | ||||
Debt | 3,388.4 | 3,215.9 | ||
Deferred income taxes | 315.9 | 369.2 | ||
Other liabilities | 32.3 | 37.1 | ||
Total long-term liabilities | 3,736.6 | 3,622.2 | ||
Total stockholders’ equity | 806.5 | 1,045.5 | ||
Total liabilities and stockholders’ equity | 7,101.8 | 6,948.4 | ||
Consolidating Adjustments | ||||
Current assets: | ||||
Cash and cash equivalents | (11.7) | 0 | (20) | (39.4) |
Accounts receivable, net | 0 | 0 | ||
Merchandise inventory | 0 | 0 | ||
Miscellaneous receivables | 0 | 0 | ||
Prepaid expenses and other | 0 | 0 | ||
Total current assets | (11.7) | 0 | ||
Property and equipment, net | 0 | 0 | ||
Goodwill | 0 | 0 | ||
Other intangible assets, net | 0 | 0 | ||
Other assets | (244.1) | (236.3) | ||
Investment in and advances to subsidiaries | (4,001.3) | (4,068.8) | ||
Total assets | (4,257.1) | (4,305.1) | ||
Current liabilities: | ||||
Accounts payable-trade | (11.7) | 0 | ||
Accounts payable-inventory financing | 0 | 0 | ||
Current maturities of long-term debt | 0 | 0 | ||
Deferred revenue | 0 | 0 | ||
Accrued expenses | 0.4 | (0.1) | ||
Total current liabilities | (11.3) | (0.1) | ||
Long-term liabilities: | ||||
Debt | 0 | 0 | ||
Deferred income taxes | (2.8) | (3.2) | ||
Other liabilities | (241.7) | (233) | ||
Total long-term liabilities | (244.5) | (236.2) | ||
Total stockholders’ equity | (4,001.3) | (4,068.8) | ||
Total liabilities and stockholders’ equity | (4,257.1) | (4,305.1) | ||
Parent Guarantor | Reportable Legal Entities | ||||
Current assets: | ||||
Cash and cash equivalents | 0 | 0 | 0 | 0 |
Accounts receivable, net | 0 | 0 | ||
Merchandise inventory | 0 | 0 | ||
Miscellaneous receivables | 0 | 0 | ||
Prepaid expenses and other | 0 | 0 | ||
Total current assets | 0 | 0 | ||
Property and equipment, net | 0 | 0 | ||
Goodwill | 0 | 0 | ||
Other intangible assets, net | 0 | 0 | ||
Other assets | 2.8 | 3.2 | ||
Investment in and advances to subsidiaries | 845.8 | 1,042.3 | ||
Total assets | 848.6 | 1,045.5 | ||
Current liabilities: | ||||
Accounts payable-trade | 0 | 0 | ||
Accounts payable-inventory financing | 0 | 0 | ||
Current maturities of long-term debt | 0 | 0 | ||
Deferred revenue | 0 | 0 | ||
Accrued expenses | 0 | 0 | ||
Total current liabilities | 0 | 0 | ||
Long-term liabilities: | ||||
Debt | 0 | 0 | ||
Deferred income taxes | 0 | 0 | ||
Other liabilities | 42.1 | 0 | ||
Total long-term liabilities | 42.1 | 0 | ||
Total stockholders’ equity | 806.5 | 1,045.5 | ||
Total liabilities and stockholders’ equity | 848.6 | 1,045.5 | ||
Subsidiary Issuer | Reportable Legal Entities | ||||
Current assets: | ||||
Cash and cash equivalents | 79.3 | 222.7 | 102.3 | 45.1 |
Accounts receivable, net | 0 | 0 | ||
Merchandise inventory | 0 | 0 | ||
Miscellaneous receivables | 122.8 | 92.6 | ||
Prepaid expenses and other | 16.5 | 14.3 | ||
Total current assets | 218.6 | 329.6 | ||
Property and equipment, net | 97.9 | 105.6 | ||
Goodwill | 751.8 | 751.8 | ||
Other intangible assets, net | 280.6 | 291.5 | ||
Other assets | 34.9 | 19.4 | ||
Investment in and advances to subsidiaries | 3,155.5 | 3,026.5 | ||
Total assets | 4,539.3 | 4,524.4 | ||
Current liabilities: | ||||
Accounts payable-trade | 22.7 | 25.9 | ||
Accounts payable-inventory financing | 0 | 1.2 | ||
Current maturities of long-term debt | 14.9 | 14.9 | ||
Deferred revenue | 0 | 0 | ||
Accrued expenses | 227.4 | 173.9 | ||
Total current liabilities | 265 | 215.9 | ||
Long-term liabilities: | ||||
Debt | 3,313.2 | 3,136.3 | ||
Deferred income taxes | 91.8 | 99.1 | ||
Other liabilities | 23.5 | 30.8 | ||
Total long-term liabilities | 3,428.5 | 3,266.2 | ||
Total stockholders’ equity | 845.8 | 1,042.3 | ||
Total liabilities and stockholders’ equity | 4,539.3 | 4,524.4 | ||
Guarantor Subsidiaries | Reportable Legal Entities | ||||
Current assets: | ||||
Cash and cash equivalents | 0 | 3.1 | 0 | 0 |
Accounts receivable, net | 2,013 | 1,904.9 | ||
Merchandise inventory | 456.2 | 390.6 | ||
Miscellaneous receivables | 232.5 | 130.1 | ||
Prepaid expenses and other | 88.9 | 69 | ||
Total current assets | 2,790.6 | 2,497.7 | ||
Property and equipment, net | 45.2 | 49.3 | ||
Goodwill | 1,439 | 1,439 | ||
Other intangible assets, net | 459.3 | 565.1 | ||
Other assets | 234.1 | 248.2 | ||
Investment in and advances to subsidiaries | 0 | 0 | ||
Total assets | 4,968.2 | 4,799.3 | ||
Current liabilities: | ||||
Accounts payable-trade | 1,065.8 | 895.3 | ||
Accounts payable-inventory financing | 506.6 | 559.5 | ||
Current maturities of long-term debt | 3.8 | 3.6 | ||
Deferred revenue | 136.4 | 100.8 | ||
Accrued expenses | 224.1 | 214.8 | ||
Total current liabilities | 1,936.7 | 1,774 | ||
Long-term liabilities: | ||||
Debt | 8.3 | 12.1 | ||
Deferred income taxes | 160.5 | 205.4 | ||
Other liabilities | 4.5 | 3.6 | ||
Total long-term liabilities | 173.3 | 221.1 | ||
Total stockholders’ equity | 2,858.2 | 2,804.2 | ||
Total liabilities and stockholders’ equity | 4,968.2 | 4,799.3 | ||
Non-Guarantor Subsidiaries | Reportable Legal Entities | ||||
Current assets: | ||||
Cash and cash equivalents | 30.3 | 37.9 | 36 | 31.9 |
Accounts receivable, net | 298.3 | 263.7 | ||
Merchandise inventory | 92.8 | 61.4 | ||
Miscellaneous receivables | 25.5 | 12.2 | ||
Prepaid expenses and other | 48.1 | 35.6 | ||
Total current assets | 495 | 410.8 | ||
Property and equipment, net | 19.4 | 8.8 | ||
Goodwill | 286.8 | 264.2 | ||
Other intangible assets, net | 197.2 | 199 | ||
Other assets | 4.4 | 1.5 | ||
Investment in and advances to subsidiaries | 0 | 0 | ||
Total assets | 1,002.8 | 884.3 | ||
Current liabilities: | ||||
Accounts payable-trade | 147.8 | 151.7 | ||
Accounts payable-inventory financing | 34.7 | 19.7 | ||
Current maturities of long-term debt | 22.8 | 0 | ||
Deferred revenue | 92 | 71.8 | ||
Accrued expenses | 71 | 47.7 | ||
Total current liabilities | 368.3 | 290.9 | ||
Long-term liabilities: | ||||
Debt | 66.9 | 67.5 | ||
Deferred income taxes | 66.4 | 67.9 | ||
Other liabilities | 203.9 | 235.7 | ||
Total long-term liabilities | 337.2 | 371.1 | ||
Total stockholders’ equity | 297.3 | 222.3 | ||
Total liabilities and stockholders’ equity | 1,002.8 | 884.3 | ||
Co-Issuer | Reportable Legal Entities | ||||
Current assets: | ||||
Cash and cash equivalents | 0 | 0 | $ 0 | $ 0 |
Accounts receivable, net | 0 | 0 | ||
Merchandise inventory | 0 | 0 | ||
Miscellaneous receivables | 0 | 0 | ||
Prepaid expenses and other | 0 | 0 | ||
Total current assets | 0 | 0 | ||
Property and equipment, net | 0 | 0 | ||
Goodwill | 0 | 0 | ||
Other intangible assets, net | 0 | 0 | ||
Other assets | 0 | 0 | ||
Investment in and advances to subsidiaries | 0 | 0 | ||
Total assets | 0 | 0 | ||
Current liabilities: | ||||
Accounts payable-trade | 0 | 0 | ||
Accounts payable-inventory financing | 0 | 0 | ||
Current maturities of long-term debt | 0 | 0 | ||
Deferred revenue | 0 | 0 | ||
Accrued expenses | 0 | 0 | ||
Total current liabilities | 0 | 0 | ||
Long-term liabilities: | ||||
Debt | 0 | 0 | ||
Deferred income taxes | 0 | 0 | ||
Other liabilities | 0 | 0 | ||
Total long-term liabilities | 0 | 0 | ||
Total stockholders’ equity | 0 | 0 | ||
Total liabilities and stockholders’ equity | $ 0 | $ 0 |
Supplemental Guarantor Inform47
Supplemental Guarantor Information - Consolidating Statements of Operations (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Supplemental Guarantor Information [Line Items] | ||||
Net sales | $ 4,033.9 | $ 3,708.2 | $ 11,353 | $ 10,489.5 |
Cost of sales | 3,391.9 | 3,093.9 | 9,517.4 | 8,740.2 |
Gross profit | 642 | 614.3 | 1,835.6 | 1,749.3 |
Selling and administrative expenses | 352 | 334.9 | 1,062.9 | 1,009 |
Advertising expense | 46.3 | 41.9 | 128.1 | 118.3 |
Income from operations | 243.7 | 237.5 | 644.6 | 622 |
Interest expense, net | (37.8) | (37.6) | (113.4) | (112.6) |
Net loss on extinguishments of long-term debt | 0 | (2.1) | (57.4) | (2.1) |
Other income | 0.7 | 0.4 | 1.9 | 2.3 |
Income before income taxes | 206.6 | 198.2 | 475.7 | 509.6 |
Income tax benefit (expense) | (77.4) | (72.3) | (147.9) | (188.4) |
Income (loss) before equity in earnings of subsidiaries | 129.2 | 125.9 | 327.8 | 321.2 |
Equity in earnings of subsidiaries | 0 | 0 | 0 | 0 |
Net income | 129.2 | 125.9 | 327.8 | 321.2 |
Consolidating Adjustments | ||||
Supplemental Guarantor Information [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Cost of sales | 0 | 0 | 0 | 0 |
Gross profit | 0 | 0 | 0 | 0 |
Selling and administrative expenses | 0 | 0 | 0 | 0 |
Advertising expense | 0 | 0 | 0 | 0 |
Income from operations | 0 | 0 | 0 | 0 |
Interest expense, net | 0 | 0 | 0 | 0 |
Net loss on extinguishments of long-term debt | 0 | 0 | 0 | |
Other income | 0 | 0 | 0 | 0 |
Income before income taxes | 0 | 0 | 0 | 0 |
Income tax benefit (expense) | 0 | 0 | 0 | 0 |
Income (loss) before equity in earnings of subsidiaries | 0 | 0 | 0 | 0 |
Equity in earnings of subsidiaries | (301.5) | (293.2) | (807.8) | (763.1) |
Net income | (301.5) | (293.2) | (807.8) | (763.1) |
Parent Guarantor | Reportable Legal Entities | ||||
Supplemental Guarantor Information [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Cost of sales | 0 | 0 | 0 | 0 |
Gross profit | 0 | 0 | 0 | 0 |
Selling and administrative expenses | 0 | 0 | 0 | 0 |
Advertising expense | 0 | 0 | 0 | 0 |
Income from operations | 0 | 0 | 0 | 0 |
Interest expense, net | 0 | 0 | 0 | 0 |
Net loss on extinguishments of long-term debt | 0 | 0 | 0 | |
Other income | 0 | 0 | 0 | 0 |
Income before income taxes | 0 | 0 | 0 | 0 |
Income tax benefit (expense) | 0 | 0 | 0 | 0 |
Income (loss) before equity in earnings of subsidiaries | 0 | 0 | 0 | 0 |
Equity in earnings of subsidiaries | 129.2 | 125.9 | 327.8 | 321.2 |
Net income | 129.2 | 125.9 | 327.8 | 321.2 |
Subsidiary Issuer | Reportable Legal Entities | ||||
Supplemental Guarantor Information [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Cost of sales | 0 | 0 | 0 | 0 |
Gross profit | 0 | 0 | 0 | 0 |
Selling and administrative expenses | 31.8 | 30 | 95.8 | 83.1 |
Advertising expense | 0 | 0 | 0 | 0 |
Income from operations | (31.8) | (30) | (95.8) | (83.1) |
Interest expense, net | (37.3) | (37.6) | (111.8) | (112.4) |
Net loss on extinguishments of long-term debt | (2.1) | (57.4) | (2.1) | |
Other income | (0.2) | 0.7 | 0 | 0.7 |
Income before income taxes | (69.3) | (69) | (265) | (196.9) |
Income tax benefit (expense) | 26.2 | 27.6 | 112.8 | 76.2 |
Income (loss) before equity in earnings of subsidiaries | (43.1) | (41.4) | (152.2) | (120.7) |
Equity in earnings of subsidiaries | 172.3 | 167.3 | 480 | 441.9 |
Net income | 129.2 | 125.9 | 327.8 | 321.2 |
Guarantor Subsidiaries | Reportable Legal Entities | ||||
Supplemental Guarantor Information [Line Items] | ||||
Net sales | 3,642.9 | 3,389.6 | 10,220.7 | 9,477.4 |
Cost of sales | 3,066.2 | 2,828.7 | 8,571.2 | 7,891.6 |
Gross profit | 576.7 | 560.9 | 1,649.5 | 1,585.8 |
Selling and administrative expenses | 271.9 | 262.1 | 826.3 | 793.2 |
Advertising expense | 43.8 | 40.9 | 122.6 | 114.5 |
Income from operations | 261 | 257.9 | 700.6 | 678.1 |
Interest expense, net | 1 | 1.8 | 3.1 | 5.6 |
Net loss on extinguishments of long-term debt | 0 | 0 | 0 | |
Other income | 0.3 | 0.3 | 0.4 | 1 |
Income before income taxes | 262.3 | 260 | 704.1 | 684.7 |
Income tax benefit (expense) | (100.2) | (99.4) | (251.2) | (259.9) |
Income (loss) before equity in earnings of subsidiaries | 162.1 | 160.6 | 452.9 | 424.8 |
Equity in earnings of subsidiaries | 0 | 0 | 0 | 0 |
Net income | 162.1 | 160.6 | 452.9 | 424.8 |
Non-Guarantor Subsidiaries | Reportable Legal Entities | ||||
Supplemental Guarantor Information [Line Items] | ||||
Net sales | 391 | 318.6 | 1,132.3 | 1,012.1 |
Cost of sales | 325.7 | 265.2 | 946.2 | 848.6 |
Gross profit | 65.3 | 53.4 | 186.1 | 163.5 |
Selling and administrative expenses | 48.3 | 42.8 | 140.8 | 132.7 |
Advertising expense | 2.5 | 1 | 5.5 | 3.8 |
Income from operations | 14.5 | 9.6 | 39.8 | 27 |
Interest expense, net | (1.5) | (1.8) | (4.7) | (5.8) |
Net loss on extinguishments of long-term debt | 0 | 0 | 0 | |
Other income | 0.6 | (0.6) | 1.5 | 0.6 |
Income before income taxes | 13.6 | 7.2 | 36.6 | 21.8 |
Income tax benefit (expense) | (3.4) | (0.5) | (9.5) | (4.7) |
Income (loss) before equity in earnings of subsidiaries | 10.2 | 6.7 | 27.1 | 17.1 |
Equity in earnings of subsidiaries | 0 | 0 | 0 | 0 |
Net income | 10.2 | 6.7 | 27.1 | 17.1 |
Co-Issuer | Reportable Legal Entities | ||||
Supplemental Guarantor Information [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Cost of sales | 0 | 0 | 0 | 0 |
Gross profit | 0 | 0 | 0 | 0 |
Selling and administrative expenses | 0 | 0 | 0 | 0 |
Advertising expense | 0 | 0 | 0 | 0 |
Income from operations | 0 | 0 | 0 | 0 |
Interest expense, net | 0 | 0 | 0 | 0 |
Net loss on extinguishments of long-term debt | 0 | 0 | 0 | |
Other income | 0 | 0 | 0 | 0 |
Income before income taxes | 0 | 0 | 0 | 0 |
Income tax benefit (expense) | 0 | 0 | 0 | 0 |
Income (loss) before equity in earnings of subsidiaries | 0 | 0 | 0 | 0 |
Equity in earnings of subsidiaries | 0 | 0 | 0 | 0 |
Net income | $ 0 | $ 0 | $ 0 | $ 0 |
Supplemental Guarantor Inform48
Supplemental Guarantor Information - Condensed Consolidating Statements of Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Supplemental Guarantor Information [Line Items] | ||||
Comprehensive income (loss) | $ 143.4 | $ 114 | $ 365.7 | $ 266.5 |
Consolidating Adjustments | ||||
Supplemental Guarantor Information [Line Items] | ||||
Comprehensive income (loss) | (329.6) | (269.4) | (885) | (653.7) |
Parent Guarantor | Reportable Legal Entities | ||||
Supplemental Guarantor Information [Line Items] | ||||
Comprehensive income (loss) | 143.4 | 114 | 365.7 | 266.5 |
Subsidiary Issuer | Reportable Legal Entities | ||||
Supplemental Guarantor Information [Line Items] | ||||
Comprehensive income (loss) | 143.4 | 114 | 365.7 | 266.5 |
Guarantor Subsidiaries | Reportable Legal Entities | ||||
Supplemental Guarantor Information [Line Items] | ||||
Comprehensive income (loss) | 162.1 | 160.6 | 452.9 | 424.8 |
Non-Guarantor Subsidiaries | Reportable Legal Entities | ||||
Supplemental Guarantor Information [Line Items] | ||||
Comprehensive income (loss) | 24.1 | (5.2) | 66.4 | (37.6) |
Co-Issuer | Reportable Legal Entities | ||||
Supplemental Guarantor Information [Line Items] | ||||
Comprehensive income (loss) | $ 0 | $ 0 | $ 0 | $ 0 |
Supplemental Guarantor Inform49
Supplemental Guarantor Information - Condensed Consolidating Statements of Cash Flows (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Supplemental Guarantor Information [Line Items] | ||
Net cash provided by (used in) operating activities | $ 439.1 | $ 499.3 |
Cash flows used in investing activities: | ||
Capital expenditures | (58.6) | (41.4) |
Premium payments on interest rate cap agreements | 0 | 2.1 |
Net cash used in investing activities | (58.6) | (43.5) |
Cash flows used in financing activities: | ||
Proceeds from borrowings under revolving credit facilities | 1,279.1 | 332.1 |
Repayments of borrowings under revolving credit facilities | (1,087.5) | (332.1) |
Repayments of long-term debt | (11.2) | (17) |
Proceeds from issuance of long-term debt | 2,083 | 1,483 |
Payments to extinguish long-term debt | (2,121.3) | (1,490.4) |
Net change in other long-term obligation | (3.8) | 15.7 |
Payments of debt financing costs | (9.6) | (5.9) |
Net change in accounts payable-inventory financing | (41.4) | 39.2 |
Effective portion of interest rate cap agreements | 0.2 | 0 |
Proceeds from stock option exercises | 9.1 | 6 |
Proceeds from Coworker Stock Purchase Plan | 7.6 | 6.9 |
Repurchases of common stock | (534) | (355) |
Payment of incentive compensation plan withholding taxes | (42) | 0 |
Dividends | (74.7) | (53.1) |
Principal payments under capital lease obligations | (1.1) | (0.3) |
Repayment of intercompany loan | 0 | 0 |
Distributions and advances from (to) affiliates | 0 | 0 |
Net cash used in financing activities | (547.6) | (370.9) |
Effect of exchange rate changes on cash and cash equivalents | 1.3 | (4.2) |
Net (decrease) increase in cash and cash equivalents | (165.8) | 80.7 |
Cash and cash equivalents—beginning of period | 263.7 | 37.6 |
Cash and cash equivalents—end of period | 97.9 | 118.3 |
Consolidating Adjustments | ||
Supplemental Guarantor Information [Line Items] | ||
Net cash provided by (used in) operating activities | (22) | 32.7 |
Cash flows used in investing activities: | ||
Capital expenditures | 0 | 0 |
Premium payments on interest rate cap agreements | 0 | |
Net cash used in investing activities | 0 | 0 |
Cash flows used in financing activities: | ||
Proceeds from borrowings under revolving credit facilities | 0 | 0 |
Repayments of borrowings under revolving credit facilities | 0 | 0 |
Repayments of long-term debt | 0 | 0 |
Proceeds from issuance of long-term debt | 0 | 0 |
Payments to extinguish long-term debt | 0 | 0 |
Net change in other long-term obligation | 0 | 0 |
Payments of debt financing costs | 0 | 0 |
Net change in accounts payable-inventory financing | 0 | 0 |
Effective portion of interest rate cap agreements | 0 | |
Proceeds from stock option exercises | 0 | 0 |
Proceeds from Coworker Stock Purchase Plan | 0 | 0 |
Repurchases of common stock | 0 | 0 |
Payment of incentive compensation plan withholding taxes | 0 | |
Dividends | 0 | 0 |
Principal payments under capital lease obligations | 0 | 0 |
Repayment of intercompany loan | 0 | 0 |
Distributions and advances from (to) affiliates | 10.3 | (13.3) |
Net cash used in financing activities | 10.3 | (13.3) |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 |
Net (decrease) increase in cash and cash equivalents | (11.7) | 19.4 |
Cash and cash equivalents—beginning of period | 0 | (39.4) |
Cash and cash equivalents—end of period | (11.7) | (20) |
Parent Guarantor | ||
Cash flows used in investing activities: | ||
Premium payments on interest rate cap agreements | 0 | |
Parent Guarantor | Reportable Legal Entities | ||
Supplemental Guarantor Information [Line Items] | ||
Net cash provided by (used in) operating activities | 42.4 | 0 |
Cash flows used in investing activities: | ||
Capital expenditures | 0 | 0 |
Net cash used in investing activities | 0 | 0 |
Cash flows used in financing activities: | ||
Proceeds from borrowings under revolving credit facilities | 0 | 0 |
Repayments of borrowings under revolving credit facilities | 0 | 0 |
Repayments of long-term debt | 0 | 0 |
Proceeds from issuance of long-term debt | 0 | 0 |
Payments to extinguish long-term debt | 0 | 0 |
Net change in other long-term obligation | 0 | 0 |
Payments of debt financing costs | 0 | 0 |
Net change in accounts payable-inventory financing | 0 | 0 |
Effective portion of interest rate cap agreements | 0 | |
Proceeds from stock option exercises | 0 | 0 |
Proceeds from Coworker Stock Purchase Plan | 0 | 0 |
Repurchases of common stock | (534) | (355) |
Payment of incentive compensation plan withholding taxes | 0 | |
Dividends | (74.7) | (53.1) |
Principal payments under capital lease obligations | 0 | 0 |
Repayment of intercompany loan | 0 | 0 |
Distributions and advances from (to) affiliates | 566.3 | 408.1 |
Net cash used in financing activities | (42.4) | 0 |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 |
Net (decrease) increase in cash and cash equivalents | 0 | 0 |
Cash and cash equivalents—beginning of period | 0 | 0 |
Cash and cash equivalents—end of period | 0 | 0 |
Subsidiary Issuer | ||
Cash flows used in investing activities: | ||
Premium payments on interest rate cap agreements | 2.1 | |
Subsidiary Issuer | Reportable Legal Entities | ||
Supplemental Guarantor Information [Line Items] | ||
Net cash provided by (used in) operating activities | (17.7) | (91.9) |
Cash flows used in investing activities: | ||
Capital expenditures | (40) | (35.4) |
Net cash used in investing activities | (40) | (37.5) |
Cash flows used in financing activities: | ||
Proceeds from borrowings under revolving credit facilities | 1,233.3 | 329.7 |
Repayments of borrowings under revolving credit facilities | (1,057) | (329.7) |
Repayments of long-term debt | (11.2) | (11.4) |
Proceeds from issuance of long-term debt | 2,083 | 1,483 |
Payments to extinguish long-term debt | (2,121.3) | (1,490.4) |
Net change in other long-term obligation | 0 | 0 |
Payments of debt financing costs | (9.6) | (4.5) |
Net change in accounts payable-inventory financing | (1.2) | 1.4 |
Effective portion of interest rate cap agreements | 0.2 | |
Proceeds from stock option exercises | 9.1 | 6 |
Proceeds from Coworker Stock Purchase Plan | 7.6 | 6.9 |
Repurchases of common stock | 0 | 0 |
Payment of incentive compensation plan withholding taxes | (16) | |
Dividends | 0 | 0 |
Principal payments under capital lease obligations | 0 | 0 |
Repayment of intercompany loan | 0 | 0 |
Distributions and advances from (to) affiliates | (202.6) | 195.6 |
Net cash used in financing activities | (85.7) | 186.6 |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 |
Net (decrease) increase in cash and cash equivalents | (143.4) | 57.2 |
Cash and cash equivalents—beginning of period | 222.7 | 45.1 |
Cash and cash equivalents—end of period | 79.3 | 102.3 |
Guarantor Subsidiaries | ||
Cash flows used in investing activities: | ||
Premium payments on interest rate cap agreements | 0 | |
Guarantor Subsidiaries | Reportable Legal Entities | ||
Supplemental Guarantor Information [Line Items] | ||
Net cash provided by (used in) operating activities | 422.4 | 495.7 |
Cash flows used in investing activities: | ||
Capital expenditures | (4.8) | (3.2) |
Net cash used in investing activities | (4.8) | (3.2) |
Cash flows used in financing activities: | ||
Proceeds from borrowings under revolving credit facilities | 0 | 0 |
Repayments of borrowings under revolving credit facilities | 0 | 0 |
Repayments of long-term debt | 0 | 0 |
Proceeds from issuance of long-term debt | 0 | 0 |
Payments to extinguish long-term debt | 0 | 0 |
Net change in other long-term obligation | (3.8) | 15.7 |
Payments of debt financing costs | 0 | 0 |
Net change in accounts payable-inventory financing | (52.9) | 41 |
Effective portion of interest rate cap agreements | 0 | |
Proceeds from stock option exercises | 0 | 0 |
Proceeds from Coworker Stock Purchase Plan | 0 | 0 |
Repurchases of common stock | 0 | 0 |
Payment of incentive compensation plan withholding taxes | (24) | |
Dividends | 0 | 0 |
Principal payments under capital lease obligations | (0.3) | 0.8 |
Repayment of intercompany loan | 34.3 | 40.4 |
Distributions and advances from (to) affiliates | (374) | (590.4) |
Net cash used in financing activities | (420.7) | (492.5) |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 |
Net (decrease) increase in cash and cash equivalents | (3.1) | 0 |
Cash and cash equivalents—beginning of period | 3.1 | 0 |
Cash and cash equivalents—end of period | 0 | 0 |
Non-Guarantor Subsidiaries | ||
Cash flows used in investing activities: | ||
Premium payments on interest rate cap agreements | 0 | |
Non-Guarantor Subsidiaries | Reportable Legal Entities | ||
Supplemental Guarantor Information [Line Items] | ||
Net cash provided by (used in) operating activities | 14 | 62.8 |
Cash flows used in investing activities: | ||
Capital expenditures | (13.8) | (2.8) |
Net cash used in investing activities | (13.8) | (2.8) |
Cash flows used in financing activities: | ||
Proceeds from borrowings under revolving credit facilities | 45.8 | 2.4 |
Repayments of borrowings under revolving credit facilities | (30.5) | (2.4) |
Repayments of long-term debt | 0 | (5.6) |
Proceeds from issuance of long-term debt | 0 | 0 |
Payments to extinguish long-term debt | 0 | 0 |
Net change in other long-term obligation | 0 | 0 |
Payments of debt financing costs | 0 | (1.4) |
Net change in accounts payable-inventory financing | 12.7 | (3.2) |
Effective portion of interest rate cap agreements | 0 | |
Proceeds from stock option exercises | 0 | 0 |
Proceeds from Coworker Stock Purchase Plan | 0 | 0 |
Repurchases of common stock | 0 | 0 |
Payment of incentive compensation plan withholding taxes | (2) | |
Dividends | 0 | 0 |
Principal payments under capital lease obligations | (0.8) | (1.1) |
Repayment of intercompany loan | (34.3) | (40.4) |
Distributions and advances from (to) affiliates | 0 | 0 |
Net cash used in financing activities | (9.1) | (51.7) |
Effect of exchange rate changes on cash and cash equivalents | 1.3 | (4.2) |
Net (decrease) increase in cash and cash equivalents | (7.6) | 4.1 |
Cash and cash equivalents—beginning of period | 37.9 | 31.9 |
Cash and cash equivalents—end of period | 30.3 | 36 |
Co-Issuer | ||
Cash flows used in investing activities: | ||
Premium payments on interest rate cap agreements | 0 | |
Co-Issuer | Reportable Legal Entities | ||
Supplemental Guarantor Information [Line Items] | ||
Net cash provided by (used in) operating activities | 0 | 0 |
Cash flows used in investing activities: | ||
Capital expenditures | 0 | 0 |
Net cash used in investing activities | 0 | 0 |
Cash flows used in financing activities: | ||
Proceeds from borrowings under revolving credit facilities | 0 | 0 |
Repayments of borrowings under revolving credit facilities | 0 | 0 |
Repayments of long-term debt | 0 | 0 |
Proceeds from issuance of long-term debt | 0 | 0 |
Payments to extinguish long-term debt | 0 | 0 |
Net change in other long-term obligation | 0 | 0 |
Payments of debt financing costs | 0 | 0 |
Net change in accounts payable-inventory financing | 0 | 0 |
Effective portion of interest rate cap agreements | 0 | |
Proceeds from stock option exercises | 0 | 0 |
Proceeds from Coworker Stock Purchase Plan | 0 | 0 |
Repurchases of common stock | 0 | 0 |
Payment of incentive compensation plan withholding taxes | 0 | |
Dividends | 0 | 0 |
Principal payments under capital lease obligations | 0 | 0 |
Repayment of intercompany loan | 0 | 0 |
Distributions and advances from (to) affiliates | 0 | 0 |
Net cash used in financing activities | 0 | 0 |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 |
Net (decrease) increase in cash and cash equivalents | 0 | 0 |
Cash and cash equivalents—beginning of period | 0 | 0 |
Cash and cash equivalents—end of period | $ 0 | $ 0 |
Subsequent Events (Details)
Subsequent Events (Details) | Nov. 01, 2017$ / shares |
Subsequent Event | |
Subsequent Event [Line Items] | |
Cash dividends declared per common share (in dollars per share) | $ 0.21 |