Exhibit 1.2
ALPHATEC HOLDINGS, INC.
FIRST AMENDMENT TO UNDERWRITING AGREEMENT
October 26, 2023
Morgan Stanley & Co. LLC
Cowen and Company, LLC
Barclays Capital Inc.
c/o | Morgan Stanley & Co. LLC |
1585 Broadway
New York, New York 10036
c/o | Cowen and Company, LLC |
599 Lexington Avenue
New York, New York 10022
745 Seventh Avenue
New York, New York 10019
Ladies and Gentlemen:
This letter serves as an amendment (the “First Amendment”) to the Underwriting Agreement (the “Underwriting Agreement”), dated October 24, 2023, by and between Alphatec Holdings, Inc., a Delaware corporation (the “Company”) and Morgan Stanley & Co. LLC (“Morgan Stanley”), Cowen and Company, LLC (“Cowen”), and Barclays Capital Inc. (“Barclays”), acting as the representatives (the “Representatives”) of the several Underwriters named in Schedule I thereto (the “Underwriters,” or each, an “Underwriter”). Capitalized terms not defined herein shall have the meanings ascribed to them in the Underwriting Agreement.
The terms of our agreement, as set forth in the Underwriting Agreement, are hereby modified and amended as follows:
The first paragraph of Section 2 of the Underwriting Agreement is deleted and replaced in its entirety with the following:
“The Company hereby agrees to sell to the several Underwriters, and each Underwriter, upon the basis of the representations and warranties herein contained, but subject to the terms and conditions hereinafter stated, agrees, severally and not jointly, to purchase from the Company the respective numbers of Firm Shares set forth in Schedule I hereto opposite its name at $9.8847 a share (the “Purchase Price”).”
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Except as specifically set forth herein, all other terms of the Underwriting Agreement shall remain in full force and effect without modification.
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