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Debt
 12 Months Ended
Dec. 31, 2021
Debt Disclosure [Abstract]  
Debt Debt
As of December 31, 2021
As of December 31, 2020
Maturity DateInterest RateAmountInterest RateAmount
Credit Facility
Senior unsecured revolving loan facilityDecember 2026Variable$316.4 Variable$— 
Term Loans
CDW UK term loanMarch 2021— %— 1.445 %56.0 
Senior unsecured term loan facilityDecember 2026Variable1,420.0 — %— 
Senior secured term loan facilityDecember 2021— %— 1.900 %1,423.4 
Total term loans1,420.0 1,479.4 
Unsecured Senior Notes
Senior notes due 2024December 20245.500 %575.0 5.500 %575.0 
Senior notes due 2025May 20254.125 %600.0 4.125 %600.0 
Senior notes due 2028April 20284.250 %600.0 4.250 %600.0 
Senior notes due 2029February 20293.250 %700.0 3.250 %700.0 
Senior notes due 2026December 20262.670 %1,000.0 — %— 
Senior notes due 2028December 20283.276 %500.0 — %— 
Senior notes due 2031December 20313.569 %1,000.0 — %— 
Total unsecured senior notes4,975.0 2,475.0 
Receivable financing liability179.5— 
Other long-term obligations13.6 — 
Unamortized deferred financing fees(46.0)(27.2)
Current maturities of long-term debt(102.7)(70.9)
Total long-term debt$6,755.8 $3,856.3 
As of December 31, 2021, the Company is in compliance with the covenants under its credit agreements and indentures.
Credit Facility
The Company has a variable rate senior unsecured revolving loan facility (the “Revolving Loan Facility”) from which it may draw tranches denominated in US dollars, British pounds or Euros. The interest rate is based on LIBOR plus a margin or an alternate base rate plus a margin, where the margin is based on the Company’s senior unsecured rating. The Revolving Loan Facility is used by the Company for borrowings, issuances of letters of credit and floorplan financing. As of December 31, 2021, the Company could have borrowed up to an additional $1.0 billion under the Revolving Loan Facility. As of December 31, 2021, the Revolving Loan Facility had less than $1 million of undrawn letters of credit and $296 million reserved for the floorplan sub-facility.
Term Loan
The senior unsecured term loan facility (the “Term Loan Facility”) has a variable interest rate, which has effectively been capped through the use of interest rate caps. The interest rate is based on LIBOR plus a margin, where the margin is determined by the Company’s senior unsecured credit rating. The Company is required to pay quarterly principal installments of $9 million in 2022 and of $18 million in 2023 and thereafter, with the remaining principal amount due at the maturity date.
Unsecured Senior Notes
The senior notes have a fixed interest rate, which is paid semi-annually.
Receivable Financing
The majority of the receivable financing liabilities were assumed in connection with the acquisition of Sirius, which had a balance of $160 million as of December 31, 2021. Such amounts relate to pre-acquisition transfers of certain accounts receivable to third-party financing companies that did not qualify as a sale under the terms of the agreement. While the terms of such agreements are on a nonrecourse basis, the transfers of accounts receivable could not achieve certain criteria that would allow derecognition of the accounts receivable. The proceeds from these arrangements are recognized as a liability and the associated accounts receivable remains on the Consolidated Balance Sheet until the liability is settled.
Debt Issuances and Extinguishments
In connection with the execution of the Purchase Agreement to acquire Sirius, on October 15, 2021, the Company entered into a commitment letter for a $2.5 billion senior unsecured 364-day bridge loan facility (“Bridge Facility”), which would have been used in the event permanent financing was not obtained on or before completing the acquisition of Sirius. In lieu of borrowing under the Bridge Facility, on December 1, 2021, the Company obtained permanent financing through the issuance of $1.0 billion aggregate principal amount of 2.670% Senior Notes due 2026, $500 million aggregate principal amount of 3.276% Senior Notes due 2028 and $1.0 billion aggregate principal amount of 3.569% Senior Notes due 2031. Interest on each note is payable semi-annually on June 1 and December 1 of each year, and payments commence on June 1, 2022. The net proceeds from the issuance were used to fund the Sirius acquisition and related transaction costs. The Bridge Facility was automatically terminated upon completing the acquisition of Sirius without using the Bridge Facility.
Also on December 1, 2021, the Company entered into the Revolving Loan Facility, a new five-year $1.6 billion senior unsecured revolving loan facility. The Revolving Loan Facility replaced the senior secured asset-based revolving credit facility (the “ABL Facility”). On the same date, the Company also entered into the Term Loan Facility, a new five-year $1.4 billion senior unsecured term loan facility. The Term Loan Facility replaced the senior secured term loan facility. The net loss recognized on extinguishment of the senior secured facilities was insignificant for the year ended December 31, 2021.
On March 26, 2021, the Company amended, extended and increased the size of the ABL Facility, prior to its extinguishment on December 1, 2021. On the same day, the Company early extinguished the remaining principal amount on the CDW UK term loan by drawing on the ABL Facility. The net loss recognized on extinguishment of CDW UK term loan was insignificant for the year ended December 31, 2021.
On August 13, 2020, the Company completed the issuance of $700 million aggregate principal amount of 3.250% Senior Notes due 2029 at par (“2029 Senior Notes”). Interest on the 2029 Senior Notes is payable semi-annually on February 15 and August 15 of each year, and payments commenced on February 15, 2021. The net proceeds from the issuance were primarily used to redeem all of the remaining $600 million aggregate principal amount of the 5.000% Senior Notes due September 2025 at a redemption price of 103.75% of the principal amount redeemed, plus accrued and unpaid interest to the date of redemption, to pay fees and expenses related to the issuance and redemption, and for general corporate purposes.
On April 21, 2020, the Company completed the issuance of $600 million aggregate principal amount of 4.125% Senior Notes due 2025 at par (“2025 Senior Notes”). Interest on the 2025 Senior Notes is payable semi-annually on May 1 and November 1 of each year, and payments commenced on November 1, 2020.
Total Debt Maturities
A summary of total debt maturities is as follows:
Years ending December 31,Debt Maturities
2022$102.7 
2023131.0 
2024689.3 
2025693.4 
20262,488.1 
Thereafter2,800.0 
Total debt maturities$6,904.5 
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. 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 and Term Loan were classified as Level 2 within the fair value hierarchy. The carrying value of the Revolving Loan approximates 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:
December 31,
20212020
Fair value$6,996.0 $4,077.9 
Carrying value6,904.5 3,954.4