ADVENT SOFTWARE, INC. 7,261,844 Shares of Common Stock Underwriting AgreementUnderwriting Agreement • August 8th, 2013 • Advent Software Inc /De/ • Services-computer programming services • New York
In connection with the offering of the Shares by the Selling Stockholders, the Company has entered into an agreement with the Underwriters, dated as of August 7, 2013 (the “Repurchase Agreement”), pursuant to which each Underwriter has agreed, severally and not jointly, to sell to the Company, and the Company has agreed to purchase from the respective Underwriter, the number of Shares set forth opposite the name of such Underwriter in Schedule 1 hereto (together, the “Repurchased Shares”) at a purchase price per share equal to the price per share at which the Underwriters will purchase the Shares from the Selling Stockholders pursuant to Section 2 of this Agreement. The Company’s purchase of the Repurchased Shares will be consummated on the Closing Date and is conditioned upon the closing of the offering of the Shares pursuant to the terms of this Agreement and is subject to the terms and conditions in the Repurchase Agreement.
STOCK REPURCHASE AGREEMENTStock Repurchase Agreement • August 8th, 2013 • Advent Software Inc /De/ • Services-computer programming services • New York
THIS STOCK REPURCHASE AGREEMENT (this “Agreement”) is entered into as of August 7, 2013 by and between ADVENT SOFTWARE, INC., a Delaware corporation (the “Company”), and J.P. MORGAN SECURITIES LLC and MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED as representatives (the “Representatives”) of the several Underwriters identified on Schedule 1 to the Underwriting Agreement (as defined below).
