MAM SOFTWARE GROUP, INC.

election_required = True...and I tender all of my Shares, will I be subject to proration? If you own, beneficially or of record, fewer than an aggregate of 100 Shares, you properly tender all of such Shares prior to the Expiration Date (and do not properly withdraw such Shares) and you complete the section entitled “Odd Lots” in the Letter of Transmittal and, if applicable, in the Notice of Guaranteed Delivery, and all conditions to the tender offer are satisfied or waived, we will purchase all of your Shares without subjecting them to proration. See Section 1. Has the Company or its Board of Directors adopted a position on the tender offer? While our Board of Directors has authorized th...

expiry = 2015-12-01...) MAM SOFTWARE GROUP, INC. Offer to Purchase for Cash Of Up to 2,000,000 Shares of its Common Stock At a Purchase Price of $7.50 Per Share THE TENDER OFFER, THE PRORATION PERIOD AND WITHDRAWAL RIGHTS EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON TUESDAY, DECEMBER 1, 2015, UNLESS THE TENDER OFFER IS EXTENDED OR WITHDRAWN. MAM Software Group, Inc., a Delaware corporation (“MAM,” the “Company,” “we,” “us,” or “our”), hereby offers to purchase for cash up to 2,000,000 Shares of its issued and outstanding commo...

listed = True...licable law. The tender offer is not conditioned upon any minimum number of Shares being tendered. The tender offer is, however, subject to other conditions, including the Financing Condition (as defined below). See Sections 7 and 9. Our Shares are listed and traded on the NASDAQ Capital Market under the trading symbol “MAMS.” On October 30, 2015, the last trading day prior to the announcement of the tender offer, the last reported sale price of the Shares on the NASDAQ Capital Market was $6.24 per share. Stockholders are urged to obtain current market quotations for the Shares before deciding whether to tender t...

mechanism = FIXEDEX-99.A1A 2 v423216_exhxax1xa.htm EXHIBIT (A)(1)(A) Exhibit (a)(1)(A) MAM SOFTWARE GROUP, INC. Offer to Purchase for Cash Of Up to 2,000,000 Shares of its Common Stock At a Purchase Price of $7.50 Per Share THE TENDER OFFER, THE PRORATION PERIOD AND WITHDRAWAL RIGHTS EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON TUESDAY, DECEMBER 1, 2015, UNLESS THE TENDER OFFER IS EXTENDED OR WITHDRAWN. MAM Software Group, Inc., a Delaware corporation (“MAM,” the “Company,” “we,” “us,” or “our”), hereby offers to purchase for cash up to 2,000,000 Shares of i...

mechanism = FIXED...today the final results of its cash tender offer, which expired at 5:00 P.M., New York City time, on December 1, 2015. Based on the final count by the depositary for the tender offer, the Company accepted for purchase 2,000,000 shares of its common stock at a purchase price of $7.50 per share, net to the seller in cash, less any applicable withholding taxes and without interest, for a total purchase price of $15 million. The repurchased shares represent approximately 13.9% of the Company’s common stock outstanding as of December 1, 2015. The tender offer was oversubscribed. Pursuant to the terms of the tender offer, shares we...

must_tender_all = True...offer have been satisfied or waived and greater than 2,000,000 Shares are properly tendered and not properly withdrawn prior to the Expiration Date, we will purchase Shares: • first, from all stockholders of “odd lots” (persons who own fewer than 100 Shares) who properly tender all of their Shares and do not properly withdraw them prior to the Expiration Date (tenders of less than all of the Shares owned, beneficially or of record, by such Odd Lot Holder (as defined in Section 1) will not qualify for this preference); • second, subject to the conditional tender provisions described in Section 6, on a pro rata basis, with appropria...

no_priority = True..., NON-U.S. HOLDERS (AS DEFINED IN SECTION 13) MAY BE SUBJECT TO U.S. FEDERAL WITHHOLDING TAX AT A RATE OF 30% ON THE GROSS PROCEEDS PAID PURSUANT TO THE TENDER OFFER. SEE SECTION 3 AND SECTION 13. 6. Conditional Tender of Shares. Subject to the exceptions for odd lot holders, in the event of an over-subscription of the tender offer, Shares tendered prior to the Expiration Date will be subject to proration. See Section 1. As discussed in Section 13, the number of Shares to be purchased from a particular stockholder may affect the tax treatment of the purchase to the stockholder and the stockholder’s decision whether to tender. Accordingly, a stockholder may tender Shares subject to the condition that a specified minimum number of the stock...

price = USD 7.5EX-99.A1A 2 v423216_exhxax1xa.htm EXHIBIT (A)(1)(A) Exhibit (a)(1)(A) MAM SOFTWARE GROUP, INC. Offer to Purchase for Cash Of Up to 2,000,000 Shares of its Common Stock At a Purchase Price of $7.50 Per Share THE TENDER OFFER, THE PRORATION PERIOD AND WITHDRAWAL RIGHTS EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON TUESDAY, DECEMBER 1, 2015, UNLESS THE TENDER OFFER IS EXTENDED OR WITHDRAWN. MAM Software Group, Inc., a Delaware...

price = USD 7.5...w York City time, on December 1, 2015. Based on the final count by the depositary for the tender offer, the Company accepted for purchase 2,000,000 shares of its common stock at a purchase price of $7.50 per share, net to the seller in cash, less any applicable withholding taxes and without interest, for a total purchase price of $15 million. The repurchased shares represent approximately 13.9% of the Company’s common stock outst...

priority_conflicting = True...hares properly tendered and not properly withdrawn. If the conditions to the tender offer have been satisfied or waived and greater than 2,000,000 Shares are properly tendered and not properly withdrawn prior to the Expiration Date, we will purchase Shares: • first, from all stockholders of “odd lots” (persons who own fewer than 100 Shares) who properly tender all of their Shares and do not properly withdraw them prior to the Expiration Date (tenders of less than all of the Shares owned, beneficially or of record, by such Odd Lot Holder (as defined in Section 1) will not qualify for this preference); • second, subject to the conditional tender provisions described i...

threshold = 100...roperly withdrawn. If the conditions to the tender offer have been satisfied or waived and greater than 2,000,000 Shares are properly tendered and not properly withdrawn prior to the Expiration Date, we will purchase Shares: • first, from all stockholders of “odd lots” (persons who own fewer than 100 Shares) who properly tender all of their Shares and do not properly withdraw them prior to the Expiration Date (tenders of less than all of the Shares owned, beneficially or of record, by such Odd Lot Holder (as defined in Section 1) will not qualify for this preference); • second, subject to the conditional tender provisions described in Secti...

txn_type = TENDER_OFFEREX-99.A1A 2 v423216_exhxax1xa.htm EXHIBIT (A)(1)(A) Exhibit (a)(1)(A) MAM SOFTWARE GROUP, INC. Offer to Purchase for Cash Of Up to 2,000,000 Shares of its Common Stock At a Purchase Price of $7.50 Per Share THE TENDER OFFER, THE PRORATION PERIOD AND WITHDRAWAL RIGHTS EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON TUESDAY, DECEMBER 1, 2015, UNLESS THE TENDER OFFER IS EXTENDED OR WITHDRAWN. MAM Software Group, Inc., a Delaware corporation (“MAM,” the “C...

txn_type = TENDER_OFFEREX-99.A5B 2 v426065_exha5b.htm EXHIBIT (A)(5)(B) Exhibit (a)(5)(B) MAM Software Announces Preliminary Results of Its Tender Offer and Closing of Financing BARNSLEY, England, December 2, 2015 /PRNewswire/ -- MAM Software Group, Inc. (NASDAQ Capital Market: MAMS) (the "Company" or "MAM"), a leading global provider of on-premise and cloud-based business management solutions for the auto parts, tire and vertical distribution industries, announced today the preliminary...

txn_type = TENDER_OFFEREX-99.A5C 2 v426460_exha5c.htm EXHIBIT (A)(5)(C) Exhibit (a)(5)(C) MAM Software Announces Final Results of Its Tender Offer BARNSLEY, England, December 8, 2015 /PRNewswire/ -- MAM Software Group, Inc. (NASDAQ Capital Market: MAMS) (the "Company" or "MAM"), a leading global provider of on-premise and cloud-based business management solutions for the auto parts, tire and vertical distribution industries, announced today the final results of its cash tender offe...