ALPHATEC HOLDINGS, INC. FIRST AMENDMENT TO UNDERWRITING AGREEMENT
Exhibit 1.2
FIRST AMENDMENT TO UNDERWRITING AGREEMENT
October 26, 2023
Xxxxxx Xxxxxxx & Co. LLC
Xxxxx and Company, LLC
Barclays Capital Inc.
| c/x |
Xxxxxx Xxxxxxx & Co. LLC |
0000 Xxxxxxxx
New York, New York 10036
| c/x |
Xxxxx and Company, LLC |
000 Xxxxxxxxx Xxxxxx
New York, New York 10022
| c/o |
Barclays Capital Inc. |
000 Xxxxxxx Xxxxxx
New York, New York 10019
Ladies and Gentlemen:
This letter serves as an amendment (the “First Amendment”) to the Underwriting Agreement (the “Underwriting Agreement”), dated October 24, 2023, by and between Alphatec Holdings, Inc., a Delaware corporation (the “Company”) and Xxxxxx Xxxxxxx & Co. LLC (“Xxxxxx Xxxxxxx”), Xxxxx and Company, LLC (“Cowen”), and Barclays Capital Inc. (“Barclays”), acting as the representatives (the “Representatives”) of the several Underwriters named in Schedule I thereto (the “Underwriters,” or each, an “Underwriter”). Capitalized terms not defined herein shall have the meanings ascribed to them in the Underwriting Agreement.
The terms of our agreement, as set forth in the Underwriting Agreement, are hereby modified and amended as follows:
The first paragraph of Section 2 of the Underwriting Agreement is deleted and replaced in its entirety with the following:
“The Company hereby agrees to sell to the several Underwriters, and each Underwriter, upon the basis of the representations and warranties herein contained, but subject to the terms and conditions hereinafter stated, agrees, severally and not jointly, to purchase from the Company the respective numbers of Firm Shares set forth in Schedule I hereto opposite its name at $9.8847 a share (the “Purchase Price”).”
******
Except as specifically set forth herein, all other terms of the Underwriting Agreement shall remain in full force and effect without modification.
[Signature Page Follows]
1
| Very truly yours, | ||
| By: |
/s/ X. Xxxx Xxxxxx | |
| Name: |
X. Xxxx Xxxxxx | |
| Title: |
Chief Financial Officer | |
Accepted as of the date first above written
| XXXXXX XXXXXXX & CO. LLC | ||
| XXXXX AND COMPANY, LLC | ||
| BARCLAYS CAPITAL INC. | ||
| Acting severally on behalf of themselves and the several | ||
| Underwriters named in Schedule I to the Underwriting Agreement. | ||
| By: |
XXXXXX XXXXXXX & CO. LLC | |
| By: |
/s/ Xxxxx Xxxxxx | |
| Name: Xxxxx Xxxxxx | ||
| Title: Executive Director | ||
| By: |
XXXXX AND COMPANY, LLC | |
| By: |
/s/ Xxxxxxx Xxxxxxxx | |
| Name: Xxxxxxx Xxxxxxxx | ||
| Title: Managing Director | ||
| By: |
BARCLAYS CAPITAL INC. | |
| By: |
/s/ Xxx Xxxxx | |
| Name: Xxx Xxxxx | ||
| Title: Managing Director | ||
[Signature Page – First Amendment to Underwriting Agreement]
