CDW Corporation 10,000,000 Shares of Common Stock, par value $0.01 per share Underwriting AgreementUnderwriting Agreement • May 21st, 2015 • CDW Corp • Retail-catalog & mail-order houses • New York
In connection with the offering of the Shares, certain of the Selling Stockholders and the Company have entered into the Share Repurchase Agreement, dated as of May 17, 2015 (the “Share Repurchase Agreement”), pursuant to which certain of the Selling Stockholders have agreed to sell to the Company, and the Company has agreed to purchase from such Selling Stockholders on the Closing Date (as hereinafter defined) in a private, non-underwritten transaction, 2,000,000 shares of common stock (the “Concurrent Share Repurchase”) at a purchase price per share equal to the price per share at which the Underwriters will purchase the Shares from the Selling Stockholders pursuant to Section 2 of this Agreement, The Concurrent Share Repurchase is conditioned upon the consummation of the offering of the Shares pursuant to this Agreement and the other terms and conditions set forth in the Share Repurchase Agreement. The closing of the offering of the Shares is not contingent on the closing of the Con
SHARE REPURCHASE AGREEMENTShare Repurchase Agreement • May 21st, 2015 • CDW Corp • Retail-catalog & mail-order houses • Delaware
THIS SHARE REPURCHASE AGREEMENT (this “Agreement”) is entered into as of May 17, 2015 by and among CDW Corporation, a Delaware corporation (the “Company”), and each of the entities identified on Schedule 1 hereto (each, a “Seller,” and collectively, the “Sellers”).
