From Earlier: Quest Software, Insight Venture Partners and Vector Capital Enter Into Amendment to Merger Agreement

Quest Software, Inc. QSFT announced yesterday that it has entered into an amendment to its previously announced merger agreement with affiliates of Insight Venture Partners to provide for the addition of Vector Capital as a member of the buyout group and for an increase in the merger consideration to be received by stockholders not affiliated with the buyout group from $23 per share in cash to $25.75 per share in cash. The increased purchase price represents a 33-percent premium to Quest's closing stock price on the day prior to the announcement of the Insight Merger Agreement (March 8, 2012). In connection with the increased purchase price, Quest has agreed in the Amended Agreement to increase the termination fee payable by the Company under certain circumstances, including in the event that the Company receives and accepts a proposal that the Company's Board of Directors (the “Board”) determines to be superior to the Amended Agreement, from $6.3 million to $25 million, as well as an increase in the maximum amount of expense reimbursement payable by the Company under certain circumstances from $7 million to $12 million.