UPDATE 2-Abry Partners to buy Q9 Networks for C$361 mln

(Adds analyst comments, stock price)

TORONTO, Aug 25 (Reuters) - Q9 Networks Inc Q.TO, which provides data centers and network management services to other companies, agreed to be bought by private-equity firm Abry Partners in a cash transaction worth about C$361 million ($345 million), the companies said on Monday.

Boston-based Abry, through its affiliate CDC Acquisition Corp, will buy all of the outstanding common shares of Q9 for C$17.05 each.

The price represents a premium of 38 percent to Q9's 30-day volume-weighted average closing price on the Toronto Stock Exchange.

Q9 shares shot up C$3.73, or 28.6 percent, to C$16.75 on Monday morning.

"We had anticipated that Q9 would ultimately be acquired by one of Canada's incumbent telecommunications services providers looking to round out its service portfolio," Fraser Mackenzie analyst Paul Bradley said in a note.

"The current transaction achieves much the same value realization for shareholders, but puts the company back in the hands of a private equity investor. In the absence of a superior alternative, we recommend acceptance of the current offer."

The deal is subject to the approval of Q9's shareholders at a meeting to be held in October. It has been approved unanimously by Q9's board, which is also recommending shareholders vote in favor of the plan.

The transaction includes a "go-shop" provision in which Q9 has the right to seek competing proposals until Oct. 3. After that, there is a "no-shop" restriction.

The agreement features a break fee of up to C$10.8 million to be paid by Q9 if it walks away from the deal. The reverse break fee for Abry is up to C$18 million.

The deal is expected close in the fourth quarter.

($1=$1.05 Canadian) (Reporting by Wojtek Dabrowski and Jennifer Kwan; editing by Rob Wilson)