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FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
(Mark One)
[X] Quarterly report pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the quarterly period ended: March 31, 1999
or
[ ] Transition report pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the transition period from to
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Commission file number: 00114367
DATALINK CORPORATION
(Exact name of registrant as specified in its charter)
MINNESOTA 41-0856543
(State or other jurisdiction) (IRS Employer
of Incorporation) Identification Number)
7423 WASHINGTON AVENUE SOUTH
MINNEAPOLIS, MN 55439
(Address of Principal Executive Offices)
(612) 944-3462
(Registrant's Telephone Number, Including Area Code)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
Yes No X
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APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date: 8,772,537 shares as of
November 16, 1999.
EXPLANATORY NOTE
This Form 10-Q relates to quarterly periods prior to consummation of
Datalink Corporation's initial public offering. Datalink is filing this report
solely because Datalink's registration statement of Form 8-A under the
Securities Exchange Act of 1934, as amended, became effective on August 4, 1998,
sixty days after its initial filing.
The Private Securities Litigation Reform Act of 1995 provides a "safe
harbor" for certain forward-looking statements. This report on Form 10-Q
contains forward-looking statements, which reflect the Company's views with
respect to future events and financial performance. These forward-looking
statements are subject to certain risks and uncertainties, including those
identified below, which could cause actual results to differ materially from
historical results or those anticipated. The words "aim," "believe," "expect,"
"anticipate," "intend," "estimate" and other expressions which indicate future
events and trends identify forward-looking statements. Actual future results and
trends may differ materially from historical results or those anticipated
depending upon a variety of factors, including, but not limited to: the
Company's dependence on supplier relationships, competition in the market for
open systems storage, competitive pricing pressures, dependence of the Company
on key personnel, possible strain placed on the Company's resources by growth
and expansion, the Company's reliance of its suppliers to meet the needs of
rapid technological change, risks associated with possible future acquisitions,
fluctuations in quarterly operating results, risk associated with the Company's
use of proceeds from its initial public offering, the possibility of denial of
the Company's prior S corporation status by the Internal Revenue Service for any
or all of the periods during which the Company claimed such status and the
consequent tax burden on its income and the impact of Year 2000 issues on the
Company and its operations.
PART I
FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS.
The following financial statements and information contained in Amendment
No. 4 to the Registration Statement on Form S-1 filed with the Securities and
Exchange Commission on June 15, 1999, SEC File No. 333-55935 (the "S-1
Amendment"), for Datalink Corporation are incorporated herein by reference:
-- the "Consolidated Balance Sheets" on page F-6, excluding the information
under the column "1997";
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-- the columns labeled "Three Months Ended March 31, 1998 and 1999" on page
F-7 entitled "Consolidated Statements of Operations;"
-- the columns labeled "Three Months Ended March 31, 1998 and 1999" on page
F-9 entitled "Consolidated Statements of Cash Flows" and
-- the "Notes to Consolidated Financial Statements" beginning on page F-10
and continuing through and including page F-19.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS.
The information contained in the "Management's Discussion and Analysis of
Financial Condition and Results of Operations" section of the S-1 Amendment is
incorporated herein by reference except for (i) the 1998, 1997 and 1996
full-year information under the caption "Results of Operations" and (ii) the
information under the caption "Comparison of Years Ended December 31, 1998, 1997
and 1996." References to the "offering" mean Datalink's initial public offering
of its Common Stock.
PART II
OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS.
As of the date hereof, the Company is not involved in any material
legal proceedings.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES.
None
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
No matters were submitted during the first quarter of the Company's
1999 fiscal year to a vote of security holders, through the solicitation of
proxies or otherwise.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) Exhibits:
27.1 - Financial Data Schedule (Edgar filing only)
99.1 - Pages of the S-1 Amendment (deemed to be filed only to the
extent as incorporated by reference into this report above).
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(b) Reports on Form 8-K: The Company did not file any current reports on
Form 8-K during the first three months of the Company 1999 fiscal year.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
DATALINK CORPORATION
By /s/ Daniel J. Kinsella
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Daniel J. Kinsella, Chief Financial Officer
Date: November 16, 1999
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