UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 26, 2020
INSIGHT ENTERPRISES, INC.
(Exact name of registrant as specified in its charter)
Delaware |
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0-25092 |
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86-0766246 |
(State or other jurisdiction of incorporation) |
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(Commission File Number) |
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(I.R.S. Employer Identification No.) |
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6820 South Harl Avenue, Tempe, Arizona |
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85283 |
(Address of principal executive offices) |
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(Zip Code) |
Registrant's telephone number, including area code:
(480) 333-3000
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
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Trading Symbol |
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Name of each exchange on which registered |
Common stock, par value $0.01 |
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NSIT |
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The NASDAQ Global Select Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01. |
Entry into a Material Definitive Agreement. |
On February 26, 2020, Insight Enterprises, Inc. (the “Company”) issued a press release announcing the authorization of a stock repurchase program pursuant to which the Company may purchase up to an aggregate of $50 million of the Company's common stock. The full text of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and incorporated by reference herein.
Item 9.01.Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Number |
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Description |
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99.1 |
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104 |
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Cover Page Interactive Data File (formatted as Inline XBRL). |
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 hereunto duly authorized.
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Insight Enterprises, Inc. |
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Date: February 26, 2020 |
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By: |
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/s/ Glynis A. Bryan |
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Glynis A. Bryan |
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Chief Financial Officer |
Exhibit 99.1
FOR IMMEDIATE RELEASE |
Nasdaq: NSIT |
Insight Enterprises, Inc. announces
$50 Million stock REPURCHASE authorization
TEMPE, AZ – February 26, 2020 – Insight Enterprises, Inc. (Nasdaq: NSIT) (the “Company”) announced today that its Board of Directors has authorized the repurchase of up to $50 million of the Company's common stock. The Company's share repurchases will be made on the open market, through block trades, through 10b5-1 plans or otherwise. The number of shares purchased, and the timing of the purchases will be based on working capital requirements, general business conditions and other factors. The Company intends to retire the repurchased shares.
FORWARD-LOOKING INFORMATION
Certain statements in this release are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements, including those made regarding the Company's plans to repurchase shares of its outstanding common stock, are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified. Future events and actual results could differ materially from those set forth in, contemplated by, or underlying the forward-looking statements. Some of the important factors that could cause the Company's actual results to differ materially from those projected in any forward-looking statements, include, but are not limited to, a decline in the expected cash flow from operations to fund working capital requirements, general economic conditions, net sales and collection of accounts receivable, the amount and timing of capital expenditures, and future economic, industry or market conditions or performance. Additionally, there may be other risks that are otherwise described from time to time in the reports that the Company files with the Securities and Exchange Commission. Any forward-looking statements in this release should be considered in light of various important factors, including the risks and uncertainties listed above, as well as others. The Company assumes no obligation to update, and does not intend to update, any forward-looking statements. The Company does not endorse any projections regarding future performance made by third parties.
ABOUT INSIGHT
Today, every business is a technology business. Insight Enterprises Inc. empowers organizations of all sizes with Insight Intelligent Technology Solutions™ and services to maximize the business value of IT. As a Fortune 500-ranked global provider of Digital Innovation, Cloud + Data Center Transformation, Connected Workforce, and Supply Chain Optimization solutions and services, we help clients successfully manage their IT today while transforming for tomorrow. From IT strategy and design to implementation and management, our 11,000 teammates help clients innovate and optimize their operations to run business smarter. Discover more at www.insight.com.
CONTACTS:
INVESTORS:
Insight Enterprises, Inc.
Glynis Bryan 480-333-3251
GLYNIS.BRYAN@INSIGHT.COM
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Insight Enterprises, Inc. |
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6820 South Harl Avenue |
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Tempe, Arizona 85283 |
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800.467.4448 |
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FAX 480.760.8958 |
Helen Johnson, 480-333-3234
HELEN.JOHNSON@INSIGHT.COM
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Insight Enterprises, Inc. |
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6820 South Harl Avenue |
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Tempe, Arizona 85283 |
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800.467.4448 |
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FAX 480.760.8958 |