Cdw Corporation · NASDAQ:CDW
Cdw — Merger or Acquisition (October 2021)
18 slides from Cdw's merger presentation, Oct 18, 2021
Slide 1: Acquisition of Sirius Computer Solutions
Acquisition of Sirius Computer Solutions 2021 | October http://investor.cdw.com/
Slide 2: Disclaimers: Forward-Looking Statements
DISCLAIMERS Forward-Looking Statements Statements in this presentation that are not statements of historical fact are forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, including, without limitation, statements regardi
Slide 3: Disclaimers: Basis of Presentation
DISCLAIMERS Basis of Presentation The historic financial information of Sirius presented herein represents the financial information of Sirius Computer Solutions, Inc. (“Sirius”), adjusted as described below, and not that of its parent company being acquired, Granite Parent, Inc. (“Sirius Holdco”).
Slide 4: Combination Accelerates and Enhances CDW's Services and Solutions Capabilities
Combination Accelerates and Enhances CDW’s Services and Solutions Capabilities + 4 | INVESTOR PRESENTATION Confidential & Proprietary Information DO NOT COPY OR DISSEMINATE
Slide 5: Proven Track Record of Execution to Drive Acceleration of Capabilities
PROVEN TRACK RECORD OF EXECUTION TO DRIVE ACCELERATION OF CAPABILITIES 2021 Announces Acquisition of Sirius 2021 Acquires Amplified IT and Focal Point Complexity / Productivity and Growth Benefits 2020 Acquires IGNW, Aeritae and Southern Dakota Solutions 2019 Acquires Scalar Decisions 2017 and Aptri
Slide 6: Transaction Overview
TRANSACTION OVERVIEW ACCELERATES SERVICES AND • 100% cash acquisition SOLUTIONS CAPABILITIES TRANSACTION STRUCTURE • Total purchase price of $2.5bn, a multiple of 10.4x(1) 2021E Adj. EBITDA ADDS SERVICES SCALE AND FURTHER BALANCES PORTFOLIO TIMING & • Expected close of December 2021 CLOSING • Closin
Slide 7: Sirius at a Glance
SIRIUS AT A GLANCE • A leading provider of secure, mission-critical technology- KEY CAPABILITIES based solutions for large and mid-sized customers Hybrid Digital & Data Cloud & Managed Security Infrastructure Innovation Services • Founded in 1980, grown to be one of the largest IT solutions integrat
Slide 8: Strategic and Financial Transaction Highlights
STRATEGIC AND FINANCIAL TRANSACTION HIGHLIGHTS 1 Accelerates Services and Solutions capabilities in key growth areas such as Hybrid Infrastructure, Capabilities Security, Digital and Data Innovation, and Cloud and Managed Services Strategic 2 Scale Enhances the breadth and depth of Services portfoli
Slide 9: Accelerates Services and Solutions Capabilities
1 ACCELERATES SERVICES AND SOLUTIONS CAPABILITIES ON PREMISE ON JOURNEY ON MULTI-CLOUD SOLUTIONS TRANSFORMATION PLATFORM DESIGN DESIGNS DESIGNS DESIGN SOLUTION UPGRADES & CLOUD SERVICES BUILDS MIGRATIONS BUILDS ORCHESTRATE OPERATIONS MANAGED CLOUD SERVICES & & SUPPORT MIGRATIONS RESOURCES MANAGE Ena
Slide 10: Enhances the Breadth and Depth of Services Portfolio
2 ENHANCES THE BREADTH AND DEPTH OF SERVICES PORTFOLIO EXPANDS NATIONAL FOOTPRINT WITH BOOSTS TECHNICAL COWORKERS(1) 40 SIRIUS OFFICE LOCATIONS INCREASES SERVICES NET SALES ($BN)(2,3) 4,700 $1.3 1,500 $0.4 3,200 $0.9 ADDS +3,900 COMPLEMENTARY CUSTOMERS(2) Education Government 2% 16% Healthcare 18% C
Slide 11: Further Balances and Diversifies Portfolio Mix with Expected Enhanced Profitability
3 FURTHER BALANCES AND DIVERSIFIES PORTFOLIO MIX WITH EXPECTED ENHANCED PROFITABILITY 2020 2020 Services 5% Services Software 21% Sales 14% Solutions Contribution Hardware Hardware by Product 81% 58% category(1,2) Software 21% Solutions Gross profit Hardware Hardware 60% Contribution 36% by Product
Slide 12: Expected to Be Immediately Accretive and Enhance CDW's Financial Profile
4 EXPECTED TO BE IMMEDIATELY ACCRETIVE AND ENHANCE CDW’S FINANCIAL PROFILE Combined 2020 2020 2020(2) Net Sales(1) $18.5bn $2.0bn $20.5bn Gross Profit Margin(1) 17.4% 28.2% 18.5% Non-GAAP Operating(1) 7.6% 9.6% 7.8% Income Margin Non-GAAP Earnings per $6.59 n/a $7.21 Diluted Share(1) 1. See “Basis o
Slide 13: Optimal Use of Capital
5 OPTIMAL USE OF CAPITAL COMMITTED FINANCING WITH STRONG FREE CASH FLOW SUPPORTING CAPITAL ALLOCATION PRIORITIES PRIORITIES CURRENT OBJECTIVES 2022 OBJECTIVES Target ~25% payout of Non-GAAP Target ~25% payout of Non-GAAP Increase Dividends Annually net income; grow in-line with net income; grow in-l
Slide 14: Summary Highlights
SUMMARY HIGHLIGHTS • CDW team has a proven track record on M&A and execution • Accelerates Services and Solutions capabilities in key growth areas such as Hybrid Infrastructure, Security, Digital and Data Innovation, and Cloud and Managed Services • Adds Services scale and further balances portfolio
Slide 15: Q&A
Q&A Confidential & Proprietary Information DO NOT COPY OR DISSEMINATE 15
Slide 16: Non-GAAP Reconciliations
NON-GAAP RECONCILIATIONS CDW CORPORATION AND SUBSIDIARIES NON-GAAP OPERATING INCOME AND NON-GAAP OPERATING INCOME MARGIN (dollars in millions) (unaudited) Year Ended December 31, 2020 % of Net sales Operating income, as reported $ 1,179.2 6.4% Amortization of intangibles(i) 158.1 Equity-based compen
Slide 17: Non-GAAP Reconciliations (Cont'd)
NON-GAAP RECONCILIATIONS (CONT’D) CDW CORPORATION AND SUBSIDIARIES NON-GAAP INCOME BEFORE INCOME TAXES, NON-GAAP NET INCOME AND NON-GAAP NET INCOME PER DILUTED SHARE (dollars and shares in millions, except per-share amounts) (unaudited) Year Ended December 31, 2020 Income before Income Net Effective
Slide 18: For a copy of this presentation, access CDW's investor relations website
For a copy of this presentation, please access CDW’s investor relations website at: http://investor.cdw.com/