As filed with the Securities and Exchange Commission on October 12, 2007
Registration No. 333-134204
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1
TO
FORM S-8
REGISTRATION STATEMENT
UNDER THE SECURITIES ACT OF 1933
CDW Corporation
(Exact name of registrant as specified in its charter)
| Illinois | 36-3310735 | |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
200 N. Milwaukee Ave. Vernon Hills, Illinois | 60061 | |
| (Address of Principal Executive Offices) | (Zip Code) |
CDW 2006 Stock Incentive Plan
CDW Corporation Employee Stock Purchase Plan
(Full title of the plans)
Christine A. Leahy
Vice President, General Counsel and Corporate Secretary
CDW Corporation
200 N. Milwaukee Ave.
Vernon Hills, Illinois 60061
(847) 465-6000
(Name, address and telephone number,
including area code, of agent for service)
TERMINATION OF REGISTRATION
This Post-Effective Amendment No. 1 relates to the Registration Statement on Form S-8 (Registration No. 333-134204) (the “Registration Statement”) of CDW Corporation (“CDW”).
On October 12, 2007, pursuant to an Agreement and Plan of Merger, dated as of May 29, 2007, among CDW, VH Holdings, Inc., a Delaware corporation (“Parent”), and VH MergerSub, Inc., an Illinois corporation (“MergerSub”), Merger Sub merged into CDW (the “Merger”), with CDW continuing as the surviving corporation and becoming a wholly-owned subsidiary of Parent. As a result, CDW has terminated all offerings of its securities pursuant to the Registration Statement. In accordance with an undertaking made by CDW in its Registration Statement to remove from registration, by means of a post-effective amendment, any securities which remain unsold at the termination of the offering, CDW hereby removes from registration all of its securities registered pursuant to this Registration Statement that remain unsold as of the effective time of the Merger.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Post-Effective Amendment to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the Village of Vernon Hills, State of Illinois, on October12, 2007.
| CDW CORPORATION | ||
| By: | /s/ Christine A. Leahy | |
| Christine A. Leahy | ||
| Senior Vice President, General Counsel and Corporate Secretary | ||
DATE: October 12, 2007
