Mercury Computer Systems, Inc. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • February 11th, 2011 • Mercury Computer Systems Inc • Electronic components & accessories • New York
earnings release or the occurrence of the material news or material event, as applicable, unless Jefferies & Company, Inc. and Lazard Capital Markets LLC waive, in writing, such extension, except that such extension will not apply if (A) the Shares are “actively traded securities” (as defined in Regulation M under the Exchange Act), (B) the Company meets the applicable requirements of paragraph (a)(1) of Rule 139 under the Securities Act of 1933, as amended (the “Securities Act”) in the manner contemplated by NASD Conduct Rule 2711(f)(4), and (C) the provisions of NASD Conduct Rule 2711(f)(4) are not applicable to any research reports relating to the Company published or distributed by any of the underwriters during the 15 days before or after the last day of the Lock-up Period (before giving effect to such extension). The foregoing restrictions shall not apply to (i) the transfer of any or all of the Shares owned by the undersigned, either during the undersigned’s lifetime or on death
