ENVESTNET, INC., as Issuer, ENVESTNET ASSET MANAGEMENT, INC., as Guarantor, and U.S. BANK NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of August 20, 2020 0.75% Convertible Notes due 2025Indenture • August 20th, 2020 • Envestnet, Inc. • Services-business services, nec • New York
INDENTURE, dated as of August 20, 2020 among ENVESTNET, INC., a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01), Envestnet Asset Management, Inc., a Delaware corporation, as guarantor (the “Guarantor,” as more fully set forth in Section 1.01), and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee,” as more fully set forth in Section 1.01).
ENVESTNET, INC.Purchase Agreement • August 20th, 2020 • Envestnet, Inc. • Services-business services, nec • New York
Envestnet, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions set forth in this agreement (this “Agreement”), to issue and sell to the entities named in Schedule I hereto (the “Purchasers”), for whom you (the “Representatives”) are acting as representatives, an aggregate of $450,000,000 principal amount of its 0.75% Convertible Notes due 2025, convertible into the common stock, par value $0.005 per share (the “Stock”), of the Company (the “Firm Notes”) and, at the election of the Purchasers, up to an aggregate of $67,500,000 additional principal amount of the Company’s 0.75% Convertible Notes due 2025 (the “Optional Notes”). The Firm Notes and the Optional Notes that the Purchasers elect to purchase pursuant to Section 2 hereof are herein collectively called the “Notes.” The Company’s obligations under the Notes will be fully and unconditionally guaranteed (the “Guarantee”) on an unsecured basis by Envestnet Asset Management, Inc., a Delaware co
