AGREEMENT AND PLAN OF MERGER by and among SUNSHINE ACQUISITION CORPORATION, SUNSHINE MERGER CORPORATION and SS&C TECHNOLOGIES, INC. Dated as of July 28, 2005Merger Agreement • July 28th, 2005 • Ss&c Technologies Inc • Services-prepackaged software • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of July 28, 2005 (this “Agreement”), between SUNSHINE ACQUISITION CORPORATION, a Delaware corporation (“Parent”), SUNSHINE MERGER CORPORATION, a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Co”), and SS&C Technologies, Inc., a Delaware corporation (the “Company”).
VOTING AGREEMENTVoting Agreement • July 28th, 2005 • Ss&c Technologies Inc • Services-prepackaged software • Delaware
This VOTING AGREEMENT (the “Agreement”), dated as of July 28, 2005, is made by and among William C. Stone (the “Principal Stockholder”), SS&C Technologies, Inc., a Delaware corporation (the “Company”), Sunshine Acquisition Corporation, a Delaware corporation (“Parent”), and Sunshine Merger Corporation, a Delaware corporation and wholly owned subsidiary of Parent (“Merger Co”). Capitalized terms used herein but not otherwise defined herein shall have the meanings ascribed to such terms in the Merger Agreement (as defined below).
AMENDMENT NO. 2 TO CREDIT AGREEMENTCredit Agreement • July 28th, 2005 • Ss&c Technologies Inc • Services-prepackaged software • Connecticut
THIS AMENDMENT NO. 2 TO CREDIT AGREEMENT (the “Amendment”) is dated as of July 27, 2005, by and between SS&C TECHNOLOGIES, INC., a Delaware corporation (the “Borrower”) and BANK OF AMERICA, N.A., successor by merger to Fleet National Bank, a national banking association organized and existing under the laws of the United States of America (the “Lender”).
