TIBCO SOFTWARE INC. 2.25% CONVERTIBLE SENIOR NOTES DUE 2032 PURCHASE AGREEMENTPurchase Agreement • April 18th, 2012 • Tibco Software Inc • Services-prepackaged software • New York
The undersigned understands that Morgan Stanley & Co. LLC and J.P. Morgan Securities LLC, as representatives of the initial purchasers (the “Representatives”) propose to enter into a Purchase Agreement (the “Purchase Agreement”) with TIBCO Software Inc., a Delaware corporation (the “Company”), providing for the offering (the “Offering”) by the several initial purchasers, including the Representatives (the “Initial Purchasers”), of $525,000,000 principal amount of 2.25% Convertible Senior Notes due 2032 (the “Securities”). The Securities will be convertible into cash and shares of common stock of the Company, par value $0.001 per share (the “Common Stock”).
TIBCO SOFTWARE INC.Tibco Software Inc • April 18th, 2012 • Services-prepackaged software • New York
We refer to the Credit Agreement, dated as of December 19, 2011 (as amended, modified, supplemented or extended from time to time, the “Credit Agreement”), by and among TIBCO Software Inc., a Delaware corporation (the “Company”), certain Subsidiaries of the Company from time to time party thereto as Designated Borrowers, the Lenders from time to time party thereto, and Bank of America, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings given to them in the Credit Agreement.
