Insight Enterprises (NSIT) to Acquire Datalink (DTLK) in ~$258M Deal

November 7, 2016 6:03 AM EST

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Insight Enterprises (Nasdaq: NSIT), an Intelligent Technology Solutions™ provider (“Insight” or “the Company”), and Datalink Corporation (Nasdaq: DTLK), a leading provider of IT services and enterprise data center solutions (“Datalink”), have entered into a definitive merger agreement under which Insight will acquire Datalink for $11.25 per share in cash, representing a 19% premium to Datalink’s closing share price on November 4, 2016. The transaction implies an equity purchase price of approximately $258 million and an enterprise value of approximately $196 million (net of cash and debt acquired).

Datalink is a premier provider of IT services and solutions headquartered near Minneapolis, Minn., with offices in 35 locations in the United States and approximately 570 teammates. Datalink delivers value to Fortune 1000 and public sector clients by providing complete IT solutions that include hardware, software and services to create business impact for their clients.

Insight expects to achieve approximately $20 million in run-rate cost savings within two years after closing, primarily related to corporate efficiencies, duplicative functions and IT system integration. The transaction is expected to be accretive to 2017 adjusted earnings per share (excluding transaction and integration expenses).

“The data center is at the core of our clients’ strategic investments. With the increasing number of options from converged to hyper-converged solutions as well as hybrid cloud options, the landscape has become more complex and clients are looking for help as they evaluate alternatives. The acquisition of Datalink is a significant step in strengthening the foundation of our data center practice as we add the expertise and depth of the Datalink team to our portfolio. We are excited about the combination and look forward to welcoming the Datalink team to our organization,” said Ken Lamneck, CEO of Insight.

“The strength of Datalink’s world-class data center capabilities combined with Insight’s scale and breadth of offerings will bolster our ability to deliver solutions for complex business problems across an expanded footprint of clients. This combination gives our team significant new opportunities to help more organizations elevate and transform their IT,” said Shawn O’Grady, Chief Operating Officer of Datalink.

The combination of the two organizations brings a full complement of end-to-end technology solutions in supply chain, application and data center architecture, implementation and managed solutions. “Our clients, partners and teammates will experience exciting opportunities for growth and development as a result of this acquisition,” said Steve Dodenhoff, president of Insight’s US business.

“Our decision to join forces with Insight is based on our shared commitment to deliver best in class technology, operations and services to meet our clients’ need for IT transformation. Our enterprise solutions platform, sophisticated offerings, talented professionals and our client base will bring a rich dimension to the Insight organization,” said Paul Lidsky, CEO of Datalink.

Terms and Financing

The transaction is subject to certain closing conditions, including regulatory approvals and approval of Datalink’s shareholders, and is expected to close in the first quarter of 2017.

Insight intends to finance the transaction through a combination of cash on hand and borrowings under its existing revolving credit facilities.

Advisors

J.P. Morgan Securities LLC is acting as financial advisor to Insight. Insight’s legal advisor is Sullivan & Cromwell LLP.

Raymond James & Associates is acting as financial advisor and Faegre Baker Daniels LLP is acting as legal advisor to Datalink.

Conference Call

Insight will host a conference call and webcast today, November 7, at 8:30 a.m. ET to discuss the transaction.

The live conference call is available by dialing (877) 402-8904 from the U.S. or (678) 809-1029 from outside the U.S. and entering conference code 3625042. Supporting materials, as well as a link to an audio webcast of the conference call, will be available at http://nsit.client.shareholder.com/index.cfm.

A replay of the conference call will be available for a limited time beginning approximately one hour after completion of the conference call and can be accessed via the Insight website at http://nsit.client.shareholder.com/index.cfm.



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