SANTA BARBARA, Calif .– (COMMERCIAL THREAD) – QAD Inc. (Nasdaq: QADA) (Nasdaq: QADB), a leading provider of next-generation cloud manufacturing and supply chain solutions, today announced that its shareholders have approved the acquisition of QAD by Thoma Bravo, a leading software investment company, at a special meeting.

“With the strong support of our shareholders, we have taken another important step towards finalizing the transaction with Thoma Bravo and starting the next chapter of QAD as a private company, ”said Anton Chilton, CEO of QAD. “We are thrilled with this outcome and eager to partner with Thoma Bravo to accelerate our vision of enabling the adaptive manufacturing business. ”

The final voting results will be filed on Form 8-K with the United States Securities and Exchange Commission.

Subject to the terms of the definitive merger agreement announced on June 28, 2021, QAD shareholders will receive $ 87.50 per share of Class A common stock or Class B common stock. The Company expects to announce completion of the merger in the coming days, subject to the satisfaction of certain customary closing conditions. Upon closing of the transaction, QAD’s common stock will no longer be listed on the Nasdaq stock market.

About QAD – Enabling the Adaptive Manufacturing Enterprise

QAD Inc. is a leading provider of next-generation cloud manufacturing and supply chain solutions. Global manufacturers face ever-increasing disruption caused by technological innovation and changing consumer preferences. To survive and thrive, manufacturers must be able to innovate and change their business models at unprecedented speed. QAD calls these companies Adaptive Manufacturing Enterprises. QAD solutions help customers in the automotive, life sciences, consumer products, food and beverage, high tech and industrial manufacturing industries quickly adapt to change and innovate to gain a competitive advantage.

Founded in 1979 and based in Santa Barbara, California, QAD has 30 offices around the world. Over 2,000 manufacturing companies have deployed QAD solutions, including Enterprise Resource Planning (ERP), Demand and Supply Chain Planning (DSCP), Global Trade and Transportation Execution ( GTTE) and Quality Management System (QMS) to become an adaptive manufacturing enterprise. To learn more, visit www.qad.com or call +1 805-566-6100. Find us on Twitter, LinkedIn, Facebook, Instagram and Pinterest.

“QAD” is a registered trademark of QAD Inc. All other product or company names mentioned in this document may be trademarks of their respective owners.

About Thoma Bravo

Thoma Bravo is one of the largest private equity firms in the world, with more than $ 83 billion in assets under management as of June 30, 2021. The company invests in innovative and growth-oriented companies operating in the sectors software and technology. Leveraging the company’s in-depth industry expertise and proven strategic and operational capabilities, Thoma Bravo collaborates with its portfolio companies to implement operational best practices, drive growth initiatives and complete accretive acquisitions aimed at accelerate revenues and profits. Over the past 20+ years, the company has acquired over 325 software and technology companies worth more than $ 100 billion. The company has offices in Chicago, Miami and San Francisco. For more information, visit thomabravo.com.

CAUTION REGARDING FORWARD-LOOKING INFORMATION FOR THE PURPOSES OF THE “SAFE HARBOR” PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995

All statements and assumptions contained in this communication which do not relate directly and exclusively to historical facts may be considered “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are often identified by the use of words such as “expects”, “believes”, “believes”, “expects”, “could”, “could”, “should”, “anticipate”, ” objective ”,“ intentions ”,“ objective ”,“ plans ”,“ projects ”,“ strategy ”,“ target ”and“ will ”and similar words and terms or variations thereof. These statements represent current intentions, expectations, beliefs or projections, and no assurance can be given that the results described in such statements will be achieved. Forward-looking statements include, among other things, statements about the potential benefits of the proposed transaction; the prospective performance and outlook for the Company’s activities, performances and opportunities; and the expected schedule for completing the proposed transaction; as well as any assumptions underlying all of the above. These statements are subject to numerous assumptions, risks, uncertainties and other factors that could cause actual results to differ materially from those described in these statements, many of which are beyond the control of the Company. Important factors that could cause actual results to differ materially from those described in forward-looking statements include, but are not limited to, (i) uncertainties as to the timing of the proposed transaction; (ii) the risk that the proposed transaction will not be completed on time or at all; (iii) the possibility that competing offers or acquisition proposals for the Company may be made; (iv) the possibility that any or all of the various conditions for the completion of the proposed transaction will not be satisfied or waived; (v) the occurrence of any event, change or other circumstance which could result in termination of the Merger Agreement, including in circumstances which would require the Company to pay termination fees or other expenses; (vi) the effect of waiting for the proposed transaction on the Company’s ability to retain and hire key personnel, its ability to maintain relationships with its customers, suppliers and others with whom it does business, and its business in general or the price of its shares; (vii) risks associated with distracting management’s attention from the Company’s ongoing business operations; (viii) various risks associated with epidemics, pandemics and similar epidemics, such as the COVID-19 pandemic, which may have material adverse effects on business, financial condition, results of operations and / or cash flow of the society ; (ix) unfavorable economic, market or geopolitical conditions that may disrupt the Company’s cloud and business service offerings, including faults and interruptions of the Company’s services, the ability to properly manage cloud service offerings, dependence on third party hosting and other service providers, and exposure to liability and loss due to security breaches; (x) uncertainties over demand for the Company’s products, including cloud service, licensing, services and maintenance; (xi) the possibility of pressure to make price concessions and changes in the Company’s pricing models; (xii) risks related to the protection of the Company’s intellectual property; (xiii) changes in the Company’s dependence on third party suppliers and other relationships with third parties, including sales, services and marketing channels; (xiv) changes in the Company’s revenues, profits, operating expenses and margins; (xv) the reliability of the Company’s financial forecasts and estimates of the costs and benefits of the transactions; (xvi) the Company’s ability to take advantage of technological change; (xvii) risks associated with defects in the Company’s software products and services; (xviii) changes in opinions of third parties about the Company; (xix) changes in competition in the Company’s industry; (xx) late sales; (xxi) the rapid and efficient integration of newly acquired businesses; (xxii) changes in economic conditions in the Company’s vertical markets and globally; (xxiii) fluctuations in exchange rates; and (xxiv) other factors as set out from time to time in documents filed by the Company with the SEC, including its annual report on Form 10-K for the fiscal year ended January 31, 2021, which may be updated or supplemented by any subsequent quarterly publication. Reports on Form 10-Q or other documents filed with the SEC. Readers are cautioned not to place undue reliance on such statements which speak only as of the date on which they are made. The Company assumes no obligation to update or publish revisions to any forward-looking statement or to report events or circumstances after the date of such communication or to reflect the occurrence of unforeseen events, except as required by law. required.