Supplemental Guarantor Information

12 Months Ended

Dec. 31, 2018

Supplemental Guarantor Information [Abstract]

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 during 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 December 31, 2018 and 2017, Consolidating Statements of Operations for the years ended December 31, 2018, 2017 and 2016, Condensed Consolidating Statements of Comprehensive Income for the years ended December 31, 2018, 2017 and 2016, and Condensed Consolidating Statements of Cash Flows for the years ended December 31, 2018, 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 combined 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 Company's Consolidated Financial Statements.

Condensed Consolidating Balance Sheet

December 31, 2018
(in millions)	Parent Guarantor		Subsidiary Issuer		Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Co-Issuer		Consolidating Adjustments			Consolidated
Assets
Current assets:
Cash and cash equivalents	$	—	$	176.0	$	—	$	46.7	$	—	$	(16.9	)	$	205.8
Accounts receivable, net	—		—		2,331.2		340.0		—		—			2,671.2
Merchandise inventory	—		—		387.4		66.9		—		—			454.3
Miscellaneous receivables	—		110.6		187.7		18.1		—		—			316.4
Prepaid expenses and other	—		17.1		93.8		38.2		—		—			149.1
Total current assets	—		303.7		3,000.1		509.9		—		(16.9		)	3,796.8
Property and equipment, net	—		82.3		52.0		21.8		—		—			156.1
Goodwill	—		751.8		1,437.8		273.2		—		—			2,462.8
Other intangible assets, net	—		252.5		300.0		159.7		—		—			712.2
Other assets	1.4		49.8		9.6		140.2		—		(161.2		)	39.8
Investment in and advances to subsidiaries	973.8		3,028.9		—		—		—		(4,002.7		)	—
Total Assets	$	975.2	$	4,469.0	$	4,799.5	$	1,104.8	$	—	$	(4,180.8	)	$	7,167.7
Liabilities and Stockholders' Equity
Current liabilities:
Accounts payable-trade	$	—	$	39.2	$	1,387.9	$	166.9	$	—	$	(16.9	)	$	1,577.1
Accounts payable-inventory financing	—		0.2		406.1		23.0		—		—			429.3
Current maturities of long-term debt	—		14.9		4.0		6.4		—		—			25.3
Contract liabilities	—		—		95.6		82.7		—		—			178.3
Accrued expenses and other current liabilities	—		217.6		306.7		68.8		—		—			593.1
Total current liabilities	—		271.9		2,200.3		347.8		—		(16.9		)	2,803.1
Long-term liabilities:
Debt	—		3,121.3		4.3		57.7		—		—			3,183.3
Deferred income taxes	—		55.9		60.5		26.9		—		(1.4		)	141.9
Other liabilities	—		46.1		5.7		172.2		—		(159.8		)	64.2
Total long-term liabilities	—		3,223.3		70.5		256.8		—		(161.2		)	3,389.4
Total stockholders' equity	975.2		973.8		2,528.7		500.2		—		(4,002.7		)	975.2
Total Liabilities and Stockholders' Equity	$	975.2	$	4,469.0	$	4,799.5	$	1,104.8	$	—	$	(4,180.8	)	$	7,167.7

Condensed Consolidating Balance Sheet

December 31, 2017
(as adjusted)
(in millions)	Parent Guarantor		Subsidiary Issuer		Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Co-Issuer		Consolidating Adjustments			Consolidated
Assets
Current assets:
Cash and cash equivalents	$	—	$	113.7	$	—	$	32.4	$	—	$	(1.9	)	$	144.2
Accounts receivable, net	—		—		2,015.7		313.6		—		—			2,329.3
Merchandise inventory	—		—		354.6		56.9		—		—			411.5
Miscellaneous receivables	—		103.9		211.1		28.0		—		—			343.0
Prepaid expenses and other	—		18.0		100.4		49.9		—		—			168.3
Total current assets	—		235.6		2,681.8		480.8		—		(1.9		)	3,396.3
Property and equipment, net	—		95.0		43.5		22.6		—		—			161.1
Goodwill	—		751.8		1,439.0		288.8		—		—			2,479.6
Other intangible assets, net	—		280.1		424.5		192.4		—		—			897.0
Other assets	1.7		30.7		209.3		2.6		—		(211.6		)	32.7
Investment in and advances to subsidiaries	983.9		3,066.1		—		—		—		(4,050.0		)	—
Total Assets	$	985.6	$	4,459.3	$	4,798.1	$	987.2	$	—	$	(4,263.5	)	$	6,966.7
Liabilities and Stockholders' Equity
Current liabilities:
Accounts payable-trade	$	—	$	42.5	$	1,112.1	$	165.0	$	—	$	(1.9	)	$	1,317.7
Accounts payable-inventory financing	—		1.0		480.9		16.1		—		—			498.0
Current maturities of long-term debt	—		14.9		3.8		6.8		—		—			25.5
Contract liabilities	—		—		87.5		71.3		—		—			158.8
Accrued expenses and other current liabilities	—		173.3		262.0		86.8		—		—			522.1
Total current liabilities	—		231.7		1,946.3		346.0		—		(1.9		)	2,522.1
Long-term liabilities:
Debt	—		3,134.2		8.3		67.5		—		—			3,210.0
Deferred income taxes	—		66.5		100.1		31.4		—		(1.7		)	196.3
Other liabilities	—		43.0		4.7		214.9		—		(209.9		)	52.7
Total long-term liabilities	—		3,243.7		113.1		313.8		—		(211.6		)	3,459.0
Total stockholders' equity	985.6		983.9		2,738.7		327.4		—		(4,050.0		)	985.6
Total Liabilities and Stockholders' Equity	$	985.6	$	4,459.3	$	4,798.1	$	987.2	$	—	$	(4,263.5	)	$	6,966.7

Consolidating Statement of Operations

Year Ended December 31, 2018
(in millions)	Parent Guarantor			Subsidiary Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Co-Issuer		Consolidating Adjustments			Consolidated
Net sales	$	—		$	—		$	14,356.8		$	1,883.7		$	—	$	—		$	16,240.5
Cost of sales	—			—			11,962.7			1,570.9			—		—			13,533.6
Gross profit	—			—			2,394.1			312.8			—		—			2,706.9
Selling and administrative expenses	—			138.3			1,176.8			222.0			—		—			1,537.1
Advertising expense	—			—			173.9			8.6			—		—			182.5
Operating income (loss)	—			(138.3		)	1,043.4			82.2			—		—			987.3
Interest (expense) income, net	—			(146.7		)	3.5			(5.4		)	—		—			(148.6		)
Other income (expense), net	—			(0.2		)	0.7			1.3			—		—			1.8
Income (loss) before income taxes	—			(285.2		)	1,047.6			78.1			—		—			840.5
Income tax (expense) benefit	(0.4		)	67.0			(249.8		)	(14.3		)	—		—			(197.5		)
Income (loss) before equity in earnings of subsidiaries	(0.4		)	(218.2		)	797.8			63.8			—		—			643.0
Equity in earnings of subsidiaries	643.4			861.6			—			—			—		(1,505.0		)	—
Net income	$	643.0		$	643.4		$	797.8		$	63.8		$	—	$	(1,505.0	)	$	643.0

Consolidating Statement of Operations

Year Ended December 31, 2017
(as adjusted)
(in millions)	Parent Guarantor			Subsidiary Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Co-Issuer		Consolidating Adjustments			Consolidated
Net sales	$	—		$	—		$	13,299.8		$	1,533.1		$	—	$	—		$	14,832.9
Cost of sales	—			—			11,103.5			1,279.2			—		—			12,382.7
Gross profit	—			—			2,196.3			253.9			—		—			2,450.2
Selling and administrative expenses	—			127.2			1,093.3			189.5			—		—			1,410.0
Advertising expense	—			—			166.4			7.3			—		—			173.7
Operating income (loss)	—			(127.2		)	936.6			57.1			—		—			866.5
Interest (expense) income, net	—			(148.3		)	4.1			(6.3		)	—		—			(150.5		)
Net loss on extinguishments of long-term debt	—			(57.4		)	—			—			—		—			(57.4		)
Other income (expense), net	—			(0.1		)	0.7			1.5			—		—			2.1
Income (loss) before income taxes	—			(333.0		)	941.4			52.3			—		—			660.7
Income tax (expense) benefit	(0.9		)	149.9			(270.2		)	(16.4		)	—		—			(137.6		)
Income (loss) before equity in earnings of subsidiaries	(0.9		)	(183.1		)	671.2			35.9			—		—			523.1
Equity in earnings of subsidiaries	524.0			707.1			—			—			—		(1,231.1		)	—
Net income	$	523.1		$	524.0		$	671.2		$	35.9		$	—	$	(1,231.1	)	$	523.1

Consolidating Statement of Operations

Year Ended December 31, 2016
(as adjusted)
(in millions)	Parent Guarantor		Subsidiary Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Co-Issuer		Consolidating Adjustments			Consolidated
Net sales	$	—	$	—		$	12,330.4		$	1,342.3		$	—	$	—		$	13,672.7
Cost of sales	—		—			10,225.5			1,118.9			—		—			11,344.4
Gross profit	—		—			2,104.9			223.4			—		—			2,328.3
Selling and administrative expenses	—		114.9			1,057.4			173.1			—		—			1,345.4
Advertising expense	—		—			157.2			5.7			—		—			162.9
Operating income (loss)	—		(114.9		)	890.3			44.6			—		—			820.0
Interest (expense) income, net	—		(145.8		)	6.7			(7.4		)	—		—			(146.5		)
Net loss on extinguishments of long-term debt	—		(2.1		)	—			—			—		—			(2.1		)
Other income, net	—		0.2			1.0			0.6			—		—			1.8
Income (loss) before income taxes	—		(262.6		)	898.0			37.8			—		—			673.2
Income tax (expense) benefit	—		79.8			(319.8		)	(8.1		)	—		—			(248.1		)
Income (loss) before equity in earnings of subsidiaries	—		(182.8		)	578.2			29.7			—		—			425.1
Equity in earnings of subsidiaries	425.1		607.9			—			—			—		(1,033.0		)	—
Net income	$	425.1	$	425.1		$	578.2		$	29.7		$	—	$	(1,033.0	)	$	425.1

Condensed Consolidating Statement of Comprehensive Income

Year Ended December 31, 2018
(in millions)	Parent Guarantor		Subsidiary Issuer		Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Co-Issuer		Consolidating Adjustments			Consolidated
Comprehensive income	$	608.3	$	608.7	$	797.8	$	31.1	$	—	$	(1,437.6	)	$	608.3

Condensed Consolidating Statement of Comprehensive Income

Year Ended December 31, 2017
(as adjusted)
(in millions)	Parent Guarantor		Subsidiary Issuer		Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Co-Issuer		Consolidating Adjustments			Consolidated
Comprehensive income	$	567.0	$	567.9	$	671.2	$	79.6	$	—	$	(1,318.7	)	$	567.0

Condensed Consolidating Statement of Comprehensive Income

Year Ended December 31, 2016
(as adjusted)
(in millions)	Parent Guarantor		Subsidiary Issuer		Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Co-Issuer		Consolidating Adjustments			Consolidated
Comprehensive income (loss)	$	346.4	$	346.4	$	578.2	$	(49.0	)	$	—	$	(875.6	)	$	346.4

Condensed Consolidating Statement of Cash Flows

Year Ended December 31, 2018
(in millions)	Parent Guarantor			Subsidiary Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Co-Issuer		Consolidating Adjustments			Consolidated
Net cash provided by (used in) operating activities	$	—		$	(85.7	)	$	1,073.6		$	75.0		$	—	$	(157.0	)	$	905.9
Cash flows from investing activities:
Capital expenditures	—			(40.8		)	(34.5		)	(10.8		)	—		—			(86.1		)
Net cash used in investing activities	—			(40.8		)	(34.5		)	(10.8		)	—		—			(86.1		)
Cash flows (used in) provided by: financing activities:
Proceeds from borrowings under revolving credit facilities	—			640.0			—			46.7			—		—			686.7
Repayments of borrowings under revolving credit facilities	—			(640.0		)	—			(46.7		)	—		—			(686.7		)
Repayments of long-term debt	—			(14.9		)	—			(6.7		)	—		—			(21.6		)
Net change in accounts payable-inventory financing	—			(0.8		)	(74.7		)	8.1			—		—			(67.4		)
Repurchases of common stock	(522.3		)	—			—			—			—		—			(522.3		)
Payment of incentive compensation plan withholding taxes	(33.9		)	—			—			—			—		—			(33.9		)
Dividends	(139.4		)	—			—			—			—		—			(139.4		)
Repayment of intercompany loan	—			—			47.5			(47.5		)	—		—			—
Other	—			34.6			(4.4		)	(0.4		)	—		—			29.8
Distributions and advances from (to) affiliates	695.6			169.9			(1,007.5		)	—			—		142.0			—
Net cash (used in) provided by financing activities	—			188.8			(1,039.1		)	(46.5		)	—		142.0			(754.8		)
Effect of exchange rate changes on cash and cash equivalents	—			—			—			(3.4		)	—		—			(3.4		)
Net increase in cash and cash equivalents	—			62.3			—			14.3			—		(15.0		)	61.6
Cash and cash equivalents – beginning of period	—			113.7			—			32.4			—		(1.9		)	144.2
Cash and cash equivalents – end of period	$	—		$	176.0		$	—		$	46.7		$	—	$	(16.9	)	$	205.8

Condensed Consolidating Statement of Cash Flows

Year Ended December 31, 2017
(as adjusted)
(in millions)	Parent Guarantor			Subsidiary Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Co-Issuer		Consolidating Adjustments			Consolidated
Net cash provided by (used in) operating activities	$	0.6		$	(71.1	)	$	788.5		$	52.3		$	—	$	7.4		$	777.7
Cash flows from investing activities:
Capital expenditures	—			(55.2		)	(6.3		)	(19.6		)	—		—			(81.1		)
Net cash used in investing activities	—			(55.2		)	(6.3		)	(19.6		)	—		—			(81.1		)
Cash flows (used in) provided by financing activities:
Proceeds from borrowings under revolving credit facility	—			1,501.5			—			59.2			—		—			1,560.7
Repayments of borrowings under revolving credit facility	—			(1,501.5		)	—			(59.2		)	—		—			(1,560.7		)
Repayments of long-term debt	—			(14.9		)	—			—			—		—			(14.9		)
Proceeds from 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 accounts payable-inventory financing	—			(0.2		)	(78.4		)	(5.4		)	—		—			(84.0		)
Repurchases of common stock	(534.0		)	—			—			—			—		—			(534.0		)
Payment of incentive compensation plan withholding taxes	(49.6		)	—			—			—			—		—			(49.6		)
Dividends	(106.9		)	—			—			—			—		—			(106.9		)
Repayment of intercompany loan	—			—			34.3			(34.3		)	—		—			—
Other	—			14.1			(4.0		)	(1.1		)	—		—			9.0
Distributions and advances from (to) affiliates	689.9			56.6			(737.2		)	—			—		(9.3		)	—
Net cash (used in) provided by financing activities	(0.6		)	17.3			(785.3		)	(40.8		)	—		(9.3		)	(818.7		)
Effect of exchange rate changes on cash and cash equivalents	—			—			—			2.6			—		—			2.6
Net decrease in cash and cash equivalents	—			(109.0		)	(3.1		)	(5.5		)	—		(1.9		)	(119.5		)
Cash and cash equivalents—beginning of period	—			222.7			3.1			37.9			—		—			263.7
Cash and cash equivalents—end of period	$	—		$	113.7		$	—		$	32.4		$	—	$	(1.9	)	$	144.2

Condensed Consolidating Statement of Cash Flows

Year Ended December 31, 2016
(as adjusted)
(in millions)	Parent Guarantor			Subsidiary Issuer			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Co-Issuer		Consolidating Adjustments			Consolidated
Net cash provided by (used in) operating activities	$	—		$	(158.5	)	$	695.5		$	56.1		$	—	$	10.9		$	604.0
Cash flows from investing activities:
Capital expenditures	—			(50.9		)	(7.6		)	(5.0		)	—		—			(63.5		)
Premium payments on interest rate cap agreements	—			(2.4		)	—			—			—		—			(2.4		)
Net cash used in investing activities	—			(53.3		)	(7.6		)	(5.0		)	—		—			(65.9		)
Cash flows (used in) provided by financing activities:
Proceeds from borrowings under revolving credit facility	—			329.6			—			9.2			—		—			338.8
Repayments of borrowings under revolving credit facility	—			(329.6		)	—			(9.2		)	—		—			(338.8		)
Repayments of long-term debt	—			(15.2		)	—			(5.4		)	—		—			(20.6		)
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 accounts payable-inventory financing	—			1.5			131.0			11.1			—		—			143.6
Repurchases of common stock	(367.4		)	—			—			—			—		—			(367.4		)
Dividends	(78.7		)	—			—			—			—		—			(78.7		)
Repayment of intercompany loan	—			—			40.4			(40.4		)	—		—			—
Other	—			12.2			16.7			(3.0		)	—		—			25.9
Distributions and advances from (to) affiliates	446.1			398.3			(872.9		)	—			—		28.5			—
Net cash (used in) provided by financing activities	—			389.4			(684.8		)	(37.7		)	—		28.5			(304.6		)
Effect of exchange rate changes on cash and cash equivalents	—			—			—			(7.4		)	—		—			(7.4		)
Net increase in cash and cash equivalents	—			177.6			3.1			6.0			—		39.4			226.1
Cash and cash equivalents – beginning of period	—			45.1			—			31.9			—		(39.4		)	37.6
Cash and cash equivalents – end of period	$	—		$	222.7		$	3.1		$	37.9		$	—	$	—		$	263.7