Statistiques de base
| CIK | 1565337 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Textura Corp.
SEC Filings (Chronological Order)
Cette page fournit une liste complète et chronologique des documents déposés auprès de la SEC, à l'exclusion des documents relatifs à la participation que nous fournissons ailleurs.
| July 8, 2016 |
TXTR / Textura Corp. / FEDERATED INVESTORS INC /PA/ Passive Investment OMB APPROVAL OMB Number: 3235-0145 Estimated average burden hours per response ….11 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* TEXTURA CORPORATION (Name of Issuer) COMMON STOCK (Title of Class of Securities) 883211104 (CUSIP Number) June 30, 2016 (Date of Event Which Requires Filing of this State |
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| July 7, 2016 |
TXTR / Textura Corp. / BROWN CAPITAL MANAGEMENT LLC Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (AMENDMENT NO. 3)* Textura Corporation (Name of Issuer) Common Stock, Par Value $0.001 (Title of Class of Securities) 883211104 (CUSIP Number) June 30, 2016 (Date of Event |
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| June 24, 2016 |
15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-35956 Textura Corporation (Exact name of registrant as specified |
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| June 21, 2016 |
S-8 POS As filed with the Securities and Exchange Commission on June 21, 2016 Registration No. |
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| June 21, 2016 |
S-8 POS As filed with the Securities and Exchange Commission on June 21, 2016 Registration No. |
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| June 17, 2016 |
EX-3.2 Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF TEXTURA CORPORATION TABLE OF CONTENTS Page ARTICLE 1 CORPORATE OFFICES 1 1.1 Registered Office 1 1.2 Other Offices 1 ARTICLE 2 STOCKHOLDERS? MEETINGS 1 2.1 Place Of Meetings 1 2.2 Annual Meeting 1 2.3 Special Meeting 1 2.4 Notice Of Stockholders? Meetings 2 2.5 Manner Of Giving Notice; Affidavit Of Notice 2 2.6 Quorum 2 2.7 Adjourned Meeting; Notic |
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| June 17, 2016 |
AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TEXTURA CORPORATION ARTICLE I EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF TEXTURA CORPORATION ARTICLE I The name of this Corporation is Textura Corporation (the ?Corporation?). ARTICLE II The address of the Corporation?s registered office in the State of Delaware is 2711 Centerville Road, Suite 400, Wilmington, Delaware 19808, County of New Castle. The name of its registered agent at such address is |
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| June 17, 2016 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 10, 2016 TEXTURA CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware (State or Other Jurisdiction of Incorporation) 001-35956 26-1212370 (Commiss |
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| June 13, 2016 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on June 24, 2016, pursuant to the provisions of Rule 12d2-2 (a). |
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| June 13, 2016 |
TXTR / Textura Corp. / Patterson David G - SCHEDULE 13D/A, AMENDMENT #3 Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 3 to SCHEDULE 13D Under the Securities Exchange Act of 1934 Textura Corporation (Name of Issuer) COMMON STOCK, $0.001 PAR VALUE PER SHARE (Title of Class of Securities) 883211104 (CUSIP Number) Jonathan Piurko Northwater Capital Management Inc. Suite 4000, Brookfield Place TD Canada Trust Tower 161 Bay Street, P.O. Box 217 Tor |
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| June 10, 2016 |
SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14D-9 (Rule 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. |
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| June 10, 2016 |
SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 3) TEXTURA CORPORATION (Name of Subject Company (Issuer)) TULIP ACQUISITION CORPORATION (Offeror) a subsidiary of OC ACQUISITION LLC (Parent of Offeror) a subsidiary of ORACLE CORPORATION (Paren |
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| June 7, 2016 |
TXTR / Textura Corp. / BROWN CAPITAL MANAGEMENT LLC Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (AMENDMENT NO. 2)* Textura Corporation (Name of Issuer) Common Stock, Par Value $0.001 (Title of Class of Securities) 883211104 (CUSIP Number) May 31, 2016 (Date of Event W |
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| June 3, 2016 |
SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14D-9 (Rule 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. |
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| June 3, 2016 |
SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2) TEXTURA CORPORATION (Name of Subject Company (Issuer)) TULIP ACQUISITION CORPORATION (Offeror) a subsidiary of OC ACQUISITION LLC (Parent of Offeror) a subsidiary of ORACLE CORPORATION (Paren |
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| May 24, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14D-9 (Rule 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. |
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| May 24, 2016 |
SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(D)(1) OR 13(E)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) TEXTURA CORPORATION (Name of Subject Company (Issuer)) TULIP ACQUISITION CORPORATION (Offeror) a subsidiary of OC ACQUISITION LLC (Parent of Offeror) a subsidiary of ORACLE CORPORATION (Paren |
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| May 12, 2016 |
EX-99.E.4.III Exhibit (e)(4)(iii) EXECUTION VERSION TENDER AND SUPPORT AGREEMENT TENDER AND SUPPORT AGREEMENT, dated as of April 28, 2016 (this ?Agreement?), among OC Acquisition LLC, a Delaware limited liability company (?Parent?), Tulip Acquisition Corporation, a Delaware corporation (?Merger Subsidiary?), and the Person listed as ?Stockholder? on the signature page hereto (?Stockholder?). WHERE |
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| May 12, 2016 |
EX-99.E.3 Exhibit (e)(3) CONFIDENTIAL April 18, 2016 Textura Corporation 1405 Lake Cook Road Deerfield, IL 60015 Attn: David Habiger, Chief Executive Officer Dear David: Reference is made to the Proposal Letter, dated April 18, 2016, from Oracle Corporation (?Oracle?) to Textura Corporation (the ?Company?) relating to a proposed transaction (the ?Proposed Transaction?) involving the Company and Or |
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| May 12, 2016 |
EX-99.E.2 Exhibit (e)(2) ORACLE CONFIDENTIAL DISCLOSURE AGREEMENT FOR STRATEGIC MATTERS This Confidential Disclosure Agreement (Agreement?) is entered into as of the effective date listed below (?Effective Date?) by Oracle Corporation (?Oracle?) located at 500 Oracle Parkway, Redwood City, California 94065 and the company designated below (?Company?). Oracle and the Company are entering into discu |
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| May 12, 2016 |
SC 14D9 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14D-9 (Rule 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 TEXTURA CORPORATION (Name of Subject Company) TEXTURA CORPORATION (Name of Person(s) Filing Statement) Common Stock, par value $0. |
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| May 12, 2016 |
EX-(a)(1)(F) Exhibit (a)(1)(F) This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares (as defined below). |
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| May 12, 2016 |
Oracle THIRD-PARTY TENDER OFFER STATEMENT ON SCHEDULE TO Third-Party Tender Offer Statement on Schedule TO UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| May 12, 2016 |
EX-(a)(1)(C) Exhibit (a)(1)(C) NOTICE OF GUARANTEED DELIVERY To Tender Shares of Common Stock of TEXTURA CORPORATION at $26. |
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| May 12, 2016 |
EX-(a)(1)(D) Exhibit (a)(1)(D) Offer to Purchase All Outstanding Shares of Common Stock of TEXTURA CORPORATION at $26. |
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| May 12, 2016 |
EX-(a)(1)(E) Exhibit (a)(1)(E) Offer to Purchase All Outstanding Shares of Common Stock of TEXTURA CORPORATION at $26. |
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| May 12, 2016 |
EX-(a)(1)(B) Exhibit (a)(1)(B) LETTER OF TRANSMITTAL To Tender Shares of Common Stock of TEXTURA CORPORATION at $26. |
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| May 12, 2016 |
EX-(a)(1)(A) Table of Contents Exhibit (a)(1)(A) Offer To Purchase All Outstanding Shares of Common Stock of TEXTURA CORPORATION at $26. |
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| May 10, 2016 |
TXTR / Textura Corp. / ORACLE CORP - SC 13D Activist Investment SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Textura Corporation (Name of Issuer) Common Stock, par value $0.001 (Title of Class of Securities) 883211104 (CUSIP Number) Copies to: Brian S. Higgins Vice President and Associate General Counsel Oracle Corporation 500 Oracle Parkway Redwood City, California 94065 |
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| May 10, 2016 |
EX-99.2.2 Exhibit 2.2 EXECUTION VERSION TENDER AND SUPPORT AGREEMENT TENDER AND SUPPORT AGREEMENT, dated as of April 28, 2016 (this “Agreement”), among OC Acquisition LLC, a Delaware limited liability company (“Parent”), Tulip Acquisition Corporation, a Delaware corporation (“Merger Subsidiary”), and the Person listed as “Stockholder” on the signature page hereto (“Stockholder”). WHEREAS, as a con |
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| May 10, 2016 |
EX-99.1 Exhibit 99.1 Joint Filing Agreement In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the common stock, par value $0.001 per share, of Textura Corporation, a Delaware corporation, and further agree |
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| May 6, 2016 |
Textura 10-Q (Quarterly Report) 10-Q 1 txtr033116-10q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2016 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission F |
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| May 5, 2016 |
TXTR / Textura Corp. / COLUMBIA WANGER ASSET MANAGEMENT LLC - SC 13G/A Passive Investment SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* TEXTURA CORPORATION (Name of Issuer) COMMON STOCK (Title of Class of Securities) 883211104 (CUSIP Number) April 30, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the Rule pursuant to which this Schedule is |
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| May 4, 2016 |
Submission of Matters to a Vote of Security Holders 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 2, 2016 Textura Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-35956 26-1212370 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| April 29, 2016 |
EX-99.4 Exhibit 99.4 Customers and Partners, On April 28, 2016, Oracle announced that it has entered into a definitive agreement to acquire Textura, a leading provider of construction contracts and payment management cloud services. The proposed transaction is expected to close in 2016. Until the transaction closes, Oracle and Textura will continue to operate independently. Textura?s cloud service |
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| April 29, 2016 |
EX-99.3 Exhibit 99.3 Overview and Frequently Asked Questions Overview Oracle Buys Textura Adds Leading Construction Contracts and Payment Management Cloud Services to the Oracle Engineering and Construction Industry Cloud Platform On April 28, 2016, Oracle announced that it has entered into a definitive agreement to acquire Textura, a leading provider of construction contracts and payment manageme |
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| April 29, 2016 |
EX-99.2 Exhibit 99.2 Oracle Buys Textura Adds Leading Construction Contracts and Payment Management Cloud Services to the Oracle Engineering and Construction Industry Cloud Platform April 28, 2016 Copyright ? 2016, Oracle and/or its affiliates. All rights reserved. | Cautionary Statement Regarding Forward-Looking Statements This document contains certain forward-looking statements about Oracle and |
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| April 29, 2016 |
EX-99.1 Exhibit 99.1 Oracle Buys Textura Adds Leading Construction Contracts and Payment Management Cloud Services to the Oracle Engineering and Construction Industry Cloud Platform Redwood Shores, CA - April 28, 2016 ? Oracle (NYSE:ORCL) today announced that it has entered into a definitive agreement to acquire Textura (NYSE: TXTR), a leading provider of construction contracts and payment managem |
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| April 29, 2016 |
SC TO-C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 Textura Corporation (Name of Subject Company (Issuer)) Tulip Acquisition Corporation a wholly owned subsidiary of OC Acquisition LLC a wholly owned subsidiary of Oracle Corporation (Names of Filing Persons (Offe |
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| April 29, 2016 |
Exhibit Exhibit 99.2 Oracle Buys Textura Adds Leading Construction Contracts and Payment Management Cloud Services to the Oracle Engineering and Construction Industry Cloud Platform CHICAGO (April 28, 2016) ? Textura Corporation (NYSE: TXTR), a leading provider of construction contracts and payment management cloud services, today announced that it has entered into a definitive agreement to be acq |
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| April 29, 2016 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 28, 2016 Textura Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-35956 26-1212370 (State or Other Jurisdiction of Incorporation) (Commission |
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| April 29, 2016 |
Textura Announces 28% Revenue Growth in First Quarter 2016 Exhibit Exhibit 99.1 Textura Announces 28% Revenue Growth in First Quarter 2016 Chicago, IL, April 28, 2016 / PRNewswire / - Textura Corporation (NYSE: TXTR), a leading provider of collaboration solutions for the construction industry, today announced financial results for the quarter ended March 31, 2016 . Q1 2016 Results Total revenue for the quarter was $24.7 million , a year-over-year increase |
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| April 29, 2016 |
Exhibit Exhibit 2.1 AGREEMENT AND PLAN OF MERGER dated as of April 28, 2016 among TEXTURA CORPORATION, OC ACQUISITION LLC, TULIP ACQUISITION CORPORATION and ORACLE CORPORATION TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS ................................................................................................1 Section 1.01. Definitions ....................................................... |
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| April 29, 2016 |
EX-3 2 d187373dex3.htm EX-3 Exhibit 3 EXECUTION VERSION TENDER AND SUPPORT AGREEMENT TENDER AND SUPPORT AGREEMENT, dated as of April 28, 2016 (this “Agreement”), among OC Acquisition LLC, a Delaware limited liability company (“Parent”), Tulip Acquisition Corporation, a Delaware corporation (“Merger Subsidiary”), and the Persons listed as “Stockholders” on the signature page hereto (“Stockholders”) |
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| April 29, 2016 |
TXTR / Textura Corp. / Patterson David G - AMENDMENT NO. 2 TO SC 13D Activist Investment Amendment No. 2 to SC 13D SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to SCHEDULE 13D Under the Securities Exchange Act of 1934 Textura Corporation (Name of Issuer) COMMON STOCK, $0.001 PAR VALUE PER SHARE (Title of Class of Securities) 883211104 (CUSIP Number) Jonathan Piurko Northwater Capital Management Inc. Suite 4000, Brookfield Place TD Canada Trust Tower 161 Ba |
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| April 29, 2016 |
EX-4 Exhibit 4 EXECUTION VERSION TENDER AND SUPPORT AGREEMENT TENDER AND SUPPORT AGREEMENT, dated as of April 28, 2016 (this “Agreement”), among OC Acquisition LLC, a Delaware limited liability company (“Parent”), Tulip Acquisition Corporation, a Delaware corporation (“Merger Subsidiary”), and the Person listed as “Stockholder” on the signature page hereto (“Stockholder”). |
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| April 28, 2016 |
Exhibit Customers and Partners, On April 28, 2016, Textura announced that it has entered into a definitive agreement to be acquired by Oracle. |
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| April 28, 2016 |
Subject Line: Important Manager Staff Meeting at 9:00am CST Exhibit Subject Line: Important Manager Staff Meeting at 9:00am CST Textura Managers, I?m sure you have seen the exciting news regarding the announcement that Oracle intends to buy Textura. |
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| April 28, 2016 |
Exhibit Press Release Oracle Buys Textura Adds Leading Construction Contracts and Payment Management Cloud Services to the Oracle Engineering and Construction Industry Cloud Platform CHICAGO (April 28, 2016) ? Textura Corporation (NYSE: TXTR), a leading provider of construction contracts and payment management cloud services, today announced that it has entered into a definitive agreement to be acquired by Oracle. |
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| April 28, 2016 |
SC14D9C UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 TEXTURA CORPORATION (Name of Subject Company) TEXTURA CORPORATION (Name of Person(s) Filing Statement) Common Stock, $0.001 par value per share (Title of Class of Securities) 883211 104 (CUS |
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| April 28, 2016 |
Subject Line: Oracle Buys Textura – Join All-Hands Meeting at 10:00am CDT Exhibit Subject Line: Oracle Buys Textura ? Join All-Hands Meeting at 10:00am CDT Employees; We have signed an agreement to be acquired by Oracle, pending customary closing conditions. |
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| April 28, 2016 |
Overview and Frequently Asked Questions Exhibit Overview and Frequently Asked Questions Overview Oracle Buys Textura Adds Leading Construction Contracts and Payment Management Cloud Services to the Oracle Engineering and Construction Industry Cloud Platform On April 28, 2016, Oracle announced that it has entered into a definitive agreement to acquire Textura, a leading provider of construction contracts and payment management cloud services. |
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| April 28, 2016 |
a995presentation ? 2016 Textura Corporation Oracle Buys Textura Adds Leading Construction Contracts and Payment Management Cloud Services to the Oracle Engineering and Construction Industry Cloud Platform April 28, 2016 ? 2016 Textura Corporation Use of Forward Looking Statements Statements in this document may contain, in addition to historical information, certain forward-looking statements. |
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| April 28, 2016 |
Exhibit Textura Web Content: 1) Banner on Home page of www.texturacorp.com Oracle Buys Textura Learn More 2) Landing Page www.texturacorp.com/oracle/ Oracle Buys Textura On April 28, 2016, Textura announced that it has entered into a definitive agreement to be acquired by Oracle. The proposed transaction is expected to close in 2016. Until the transaction closes, Oracle and Textura will continue t |
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| April 4, 2016 |
DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Pro |
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| March 4, 2016 |
10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2015 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35956 Textura C |
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| March 4, 2016 |
Exhibit 21.1 SUBSIDIARIES OF REGISTRANT Name Jurisdiction of Incorporation Textura Planswift Corporation Delaware Submittal Exchange Holdings, LLC Delaware Submittal Exchange, LLC Iowa LATISTA Technologies, Inc. Virginia |
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| February 29, 2016 |
POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Ryan Lawrence and Marco Berrios, or either of them signing singly, and with full power of substitution, the undersigned's true and lawful attorney in fact to: (1) prepare, execute in the undersigned's name and on the undersigned's behalf, and submit to the U. |
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| February 24, 2016 |
Textura Announces 33% Revenue Growth in Fourth Quarter 2015 Exhibit Exhibit 99.1 Textura Announces 33% Revenue Growth in Fourth Quarter 2015 Q4 2015 Results ? Revenue of $23.7 million , up 33% y/y ? Billings (including contractual backlog) of $26.5 million, up 34% y/y ? Adjusted EBITDA profit of $3.9 million ? Adjusted Basic and Diluted EPS of $0.09 ? Cash generated from operations of $6.1 million Fiscal Year 2015 Results ? Revenue of $86.7 million , up 38 |
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| February 24, 2016 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 22, 2016 Textura Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-35956 26-1212370 (State or Other Jurisdiction of Incorporation) (Commissi |
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| February 23, 2016 |
TXTR / Textura Corp. / ALLIN PATRICK J - SC 13G Passive Investment SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to § 240.13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to § 240.13d-2. Under the Securities Exchange Act of 1934 (Amendment No. )* Textura Corporation (Name of Issuer) Common Stock, $0.001 (Title of Class of Securities) 883 |
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| February 16, 2016 |
TXTR / Textura Corp. / BROWN CAPITAL MANAGEMENT LLC Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (AMENDMENT NO. 1)* Textura Corporation (Name of Issuer) Common Stock, Par Value $0.001 (Title of Class of Securities) 883211104 (CUSIP Number) December 31, 2015 (Date of Ev |
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| February 11, 2016 |
TXTR / Textura Corp. / FEDERATED INVESTORS INC /PA/ Passive Investment OMB APPROVAL OMB Number: 3235-0145 Estimated average burden hours per response ….11 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* TEXTURA CORPORATION (Name of Issuer) COMMON STOCK (Title of Class of Securities) 883211104 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this S |
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| February 10, 2016 |
POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Ryan Lawrence and Marco Berrios, or either of them signing singly, and with full power of substitution, the undersigned's true and lawful attorney in fact to: (1) prepare, execute in the undersigned's name and on the undersigned's behalf, and submit to the U. |
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| January 29, 2016 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 26, 2016 Textura Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-35956 26-1212370 (State or Other Jurisdiction of Incorporation) (Commissio |
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| January 20, 2016 |
TXTR / Textura Corp. / COLUMBIA WANGER ASSET MANAGEMENT LLC - SC 13G Passive Investment SC 13G 1 d118913dsc13g.htm SC 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* TEXTURA CORPORATION (Name of Issuer) COMMON STOCK (Title of Class of Securities) 883211104 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the Rule pursuan |
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| December 10, 2015 |
TXTR / Textura Corp. / BROWN CAPITAL MANAGEMENT LLC Passive Investment SC 13G 1 fp0017057sc13g.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (AMENDMENT NO. 0)* Textura Corporation (Name of Issuer) Common Stock, Par Value $0.001 (Title of Class of Securities) 883211104 (CUSIP Number) N |
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| November 20, 2015 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 19, 2015 Textura Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-35956 26-1212370 (State or Other Jurisdiction of Incorporation) (Commissi |
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| November 9, 2015 |
Textura Announces 38% Revenue Growth in Third Quarter 2015 Exhibit Exhibit 99.1 Textura Announces 38% Revenue Growth in Third Quarter 2015 Q3 2015 Results ? Revenue of $22.5 million , up 38% y/y ? Billings of $26.1 million , up 39% y/y ? Adjusted EBITDA profit of $3.1 million ? Adjusted Basic and Diluted EPS of $0.07 ? Cash generated from operations of $6.4 million Chicago, IL, November 9, 2015 / PRNewswire / - Textura Corporation (NYSE: TXTR), a leading |
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| November 9, 2015 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 9, 2015 Textura Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-35956 26-1212370 (State or Other Jurisdiction of Incorporation) (Commissio |
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| July 30, 2015 |
Textura Announces 42% Revenue Growth in Second Quarter 2015 99.1 - 06.30.15 Earnings Release Exhibit 99.1 Textura Announces 42% Revenue Growth in Second Quarter 2015 Q2 2015 Results • Revenue of $21.3 million , up 42% y/y • Billings of $24.9 million , up 36% y/y • Adjusted EBITDA profit of $2.3 million • Adjusted EPS of $0.05 • Cash generated from operations of $4.6 million Chicago, IL, July 30, 2015 / PRNewswire / - Textura Corporation (NYSE: TXTR), a lea |
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| July 30, 2015 |
8-K - 06.30.15 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 30, 2015 Textura Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-35956 26-1212370 (State or Other Jurisdiction of Incorporation) (C |
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| July 8, 2015 |
TXTR / Textura Corp. / Whale Rock Capital Management LLC Passive Investment SC 13G/A 1 wrtxtr13ga070715.htm SC 13G/A 2 txtr13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Textura Corporation (Name of Issuer) Common Stock, $0.001 Par Value Per Share (Title of Class of Securities) 883211104 (CUSIP Number) January 5, 2015 (Date of Event Which Requires Filing of |
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| May 29, 2015 |
TXTR / Textura Corp. / Patterson David G - SCHEDULE 13D/A, AMENDMENT #1 Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to SCHEDULE 13D Under the Securities Exchange Act of 1934 Textura Corporation (Name of Issuer) COMMON STOCK, $0.001 PAR VALUE PER SHARE (Title of Class of Securities) 883211104 (CUSIP Number) Jonathan Piurko Northwater Capital Management Inc. Suite 4000, Brookfield Place TD Canada Trust Tower 161 Bay Street, P.O. Box 217 Tor |
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| May 29, 2015 |
Exhibit 2 May 29, 2015 Dear Members of the Textura Board: Northwater is changing to an activist stance Northwater Capital Management Inc. |
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| May 6, 2015 |
8-K Annual Meeting Results (1) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| May 6, 2015 |
Transition Agreement of Patrick J. Allin Transition AgreementAllin Transition Agreement of Patrick J. Allin This Transition Agreement (this ? Agreement ?) is effective as of May 5, 2015 (the ? Effective Date ?), by and between Textura Corporation (the ? Company ?) and Patrick J. Allin (the ? Executive ?). RECITALS A. Until April 30, 2015 (the ? Transition Date ?) the Executive was employed by the Company as its Chief Executive Officer (? |
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| May 6, 2015 |
8-K/A - 03.31.15 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 29, 2015 Textura Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-35956 26-1212370 (State or Other Jurisdiction of Incorporatio |
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| May 6, 2015 |
HabigerOfferLetter May 4, 2015 Dave Habiger 133 North Washington Street Hinsdale, IL 60521 Dear Dave, On behalf of Textura?s Board of Directors, I am pleased to confirm the terms and conditions of your employment with Textura. |
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| April 30, 2015 |
8-K - 03.31.15 Earnings Release UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 29, 2015 Textura Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-35956 26-1212370 (State or Other Jurisdiction of |
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| April 30, 2015 |
Textura Announces 39% Revenue Growth in First Quarter 99.1 - 03.31.15 Earnings Release Exhibit 99.1 Textura Announces 39% Revenue Growth in First Quarter Q1 2015 Results ? Revenue of $19.2 million , up 39% y/y ? Billings of $21.5 million, up 36% y/y ? Adjusted EBITDA profit of $0.9 million ? Adjusted EPS of $0.00 ? Cash generated from operations of $3.2 million , 4th consecutive quarter of positive cash flow Chicago, IL, April 30, 2015 / PRNewswire / |
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| April 6, 2015 |
Textura Proxy Statement 2015 Annual Meeting UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| February 24, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 24, 2015 Textura Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-35956 26-1212370 (State or Other Jurisdiction of Incorporation) (Commission F |
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| February 24, 2015 |
Textura Announces Fourth Quarter and 2014 Results Exhibit 99.1 Textura Announces Fourth Quarter and 2014 Results Fourth Quarter •Revenue of $17.9 million, up 49% y/y •Billings of $19.8 million, up 44% y/y •Adjusted EBITDA profit of $0.4 million •Adjusted EPS loss of $0.02 •3rd consecutive quarter of positive cash generated from operations 2014 •Revenue of $63.0 million, up 54% y/y •Billings of $72.7 million, up 45% y/y •Adjusted EBITDA loss of $6 |
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| February 18, 2015 |
TXTR / Textura Corp. / Whale Rock Capital Management LLC - SC 13G/A Passive Investment SC 13G/A 1 txtr13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Textura Corporation (Name of Issuer) Common Stock, $0.001 Par Value Per Share (Title of Class of Securities) 883211104 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of this Statement) ¨ Rule 13d-1( |
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| February 11, 2015 |
TXTR / Textura Corp. / FEDERATED INVESTORS INC /PA/ Passive Investment OMB APPROVAL OMB Number: 3235-0145 Estimated average burden hours per response ….11 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* TEXTURA CORPORATION (Name of Issuer) COMMON STOCK (Title of Class of Securities) 883211104 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of this S |
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| December 15, 2014 |
Joint Filer Information and Signature Joint Filer Information and Signature Joint Filers: 1. Name: Northwater Capital Management Inc. Address: 161 Bay Street, Suite 4000, Toronto, Ontario, Canada M5J 2S1 NORTHWATER CAPITAL MANAGEMENT INC. By: /s/ Jonathan Piurko December 15, 2014 Name: Jonathan Piurko Date Title: Managing Director |
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| December 15, 2014 |
Explanation of Responses: (1) Each restricted stock unit represents a contingent right to receive one share of common stock. |
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| December 15, 2014 |
Explanation of Responses: (1) Each restricted stock unit represents a contingent right to receive one share of common stock. |
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| December 15, 2014 |
Explanation of Responses: (1) Each restricted stock unit represents a contingent right to receive one share of common stock. |
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| November 5, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 5, 2014 Textura Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-35956 26-1212370 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| November 5, 2014 |
Textura Announces 51% Revenue Growth in Third Quarter Exhibit 99.1 Textura Announces 51% Revenue Growth in Third Quarter Chicago, IL, November 5, 2014 / PRNewswire / - Textura Corporation (NYSE: TXTR), the leading provider of collaboration solutions for the construction industry, today announced financial results for the quarter ended September 30, 2014. •Revenue increased 51% year over year to $16.4 million - organic growth of 43% •Deferred revenue |
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| August 15, 2014 |
TXTR / Textura Corp. / Whale Rock Capital Management LLC - 13G Passive Investment txtr13g.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Textura Corporation (Name of Issuer) Common Stock, $0.001 Par Value Per Share (Title of Class of Securities) 883211104 (CUSIP Number) August 5, 2014 (Date of Event Which Requires Filing of this Statement) ¨ Rule 13d-1(b) ý Rule 13d-1(c) ¨ Rule |
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| August 6, 2014 |
Textura Announces Revenue Increase of 60% for the Quarter Ended June 30, 2014 Exhibit 99.1 Textura Announces Revenue Increase of 60% for the Quarter Ended June 30, 2014 Chicago, IL, August 6, 2014 / PRNewswire / - Textura Corporation (NYSE: TXTR), the leading provider of collaboration solutions for the construction industry, today announced financial results for the quarter ended June 30, 2014. • Revenue increased 60% year over year to $15.0 million • Organic revenue growth |
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| August 6, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 6, 2014 Textura Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-35956 26-1212370 (State or Other Jurisdiction of Incorporation) (Commission File |
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| May 9, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) o QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 or x TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from October 1, 2013 to December 31, 2013 Commission File Number: 001-35956 Textura Corporation ( |
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| May 9, 2014 |
TXTR / Textura Corp. / FEDERATED INVESTORS INC /PA/ Passive Investment OMB APPROVAL OMB Number: 3235-0145 Estimated average burden hours per response ….11 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* TEXTURA CORP. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 883211104 (CUSIP Number) April 30, 2014 (Date of Event Which Requires Filing of this Statement) |
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| May 7, 2014 |
Textura Announces Revenue Increase of 61% for the Quarter ended March 31, 2014 Exhibit 99.1 Textura Announces Revenue Increase of 61% for the Quarter ended March 31, 2014 Chicago, IL, May 7, 2014 / PRNewswire/ -Textura Corporation (NYSE: TXTR), the leading provider of collaboration solutions for the construction industry, today announced financial results for the quarter ended March 31, 2014. • Revenue increased 61% year over year to $13.8 million • Organic revenue growth of |
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| May 7, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 1, 2014 Textura Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-35956 26-1212370 (State or Other Jurisdiction of Incorporation) (Commission File Nu |
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| April 9, 2014 |
Exhibit 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and that all subsequent amendments to this statement on Schedule 13G may be filed on behalf of each of the undersigned without the necessi |
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| April 9, 2014 |
TXTR / Textura Corp. / SAC Capital Advisors LP - AMENDMENT NO. 1 Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* TEXTURA CORPORATION (Name of Issuer) Common Stock, Par Value $0.001 Per Share (Title of Class of Securities) 883211104 (CUSIP Number) April 7, 2014 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pu |
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| February 13, 2014 |
Exhibit321 12.31.13 Exhibit 32.1 Certification of the Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Quarterly Report of Textura Corporation (the ?Company?) on Form 10-Q for the period ended December 31, 2013 as filed with the Securities and Exchange Commission on the date hereof (the ?Report?) |
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| February 13, 2014 |
AMENDMENT TO SOFTWARE DEVELOPMENT AND SERVICE AGREEMENT Exhibit 101 12.31.13 Exhibit 10.1 AMENDMENT TO SOFTWARE DEVELOPMENT AND SERVICE AGREEMENT This Amendment (this ?Amendment?) to the Software Development and Service Agreement (the ?Agreement?) dated June 15, 2010 by and between Textura Corporation, a Delaware corporation (?Textura?), and Aon Risk Services Central, Inc., an Illinois corporation (?Aon? and together with Textura, the ?Parties? and eac |
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| February 13, 2014 |
Textura 10-Q (Quarterly Report) 12.31.13 10Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2013 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001 |
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| February 13, 2014 |
CHIEF FINANCIAL OFFICER CERTIFICATION Exhibit312 12.31.13 Exhibit 31.2 CHIEF FINANCIAL OFFICER CERTIFICATION I, Jillian Sheehan, certify that: 1. I have reviewed this Quarterly Report on Form 10-Q of Textura Corporation for the period ended December 31, 2013, as filed with the Securities and Exchange Commission on the date hereof; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to |
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| February 13, 2014 |
CHIEF EXECUTIVE OFFICER CERTIFICATION Exhibit311 12.31.13 Exhibit 31.1 CHIEF EXECUTIVE OFFICER CERTIFICATION I, Patrick J. Allin, certify that: 1. I have reviewed this Quarterly Report on Form 10-Q of Textura Corporation for the period ended December 31, 2013, as filed with the Securities and Exchange Commission on the date hereof; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit t |
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| February 13, 2014 |
AMENDMENT TO REFERRAL AGREEMENT Exhibit 102 12.31.13 Exhibit 10.2 AMENDMENT TO REFERRAL AGREEMENT This Amendment (this ?Amendment?) to the Referral Fee Agreement, dated June 15, 2010 (the ?Agreement?), by and between Textura Corporation, a Delaware corporation (?Textura?), and Aon Risk Services Central, Inc., an Illinois corporation (?Aon? and together with Textura, the ?Parties? and each a ?Party?), is dated as of December 31, |
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| February 13, 2014 |
Exhibit 32.2 Certification of the Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 In connection with the Quarterly Report of Textura Corporation (the “Company”) on Form 10-Q for the period ended December 31, 2013 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Jillian Sheehan |
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| February 13, 2014 |
As filed with the Securities and Exchange Commission on February 13, 2014 File No. |
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| February 12, 2014 |
TXTR / Textura Corp. / FEDERATED INVESTORS INC /PA/ Passive Investment OMB APPROVAL OMB Number: 3235-0145 Estimated average burden hours per response ….11 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* TEXTURA CORP. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 883211104 (CUSIP Number) December 31, 2013 (Date of Event Which Requires Filing of this Statemen |
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| February 5, 2014 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): February 5, 2014 (February 3, 2014) Textura Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-35956 26-1212370 (State or Other Jurisdiction of Incorporat |
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| January 30, 2014 |
Textura Announces Revenue Increase of 77% for the First Quarter 2014 Exhibit 99.1 Textura Announces Revenue Increase of 77% for the First Quarter 2014 Chicago, IL, January 30, 2014 / PRNewswire/ -Textura Corporation (NYSE: TXTR), the leading provider of collaboration solutions for the construction industry, today announced financial results for the first fiscal quarter ended December 31, 2013. • Revenue increased 77% year over year to $12.0 million • Organic revenu |
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| January 30, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 30, 2014 Textura Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-35956 26-1212370 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| January 15, 2014 |
TXTR / Textura Corp. / SAC Capital Advisors LP Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* TEXTURA CORPORATION (Name of Issuer) Common Stock, Par Value $0.001 Per Share (Title of Class of Securities) 883211104 (CUSIP Number) January 14, 2014 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule |
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| January 15, 2014 |
Exhibit 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and that all subsequent amendments to this statement on Schedule 13G may be filed on behalf of each of the undersigned without the necessi |
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| January 3, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy State |
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| December 6, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 6, 2013 (December 2, 2013) Textura Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-35956 26-1212370 (State or Other Jurisdiction of Incorporat |
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| December 6, 2013 |
Textura Announces Completion of LATISTA Acquisition Exhibit 99.1 Textura Announces Completion of LATISTA Acquisition Chicago, Illinois. — December 2, 2013 — Textura® Corporation (NYSE: TXTR), the leading provider of collaboration solutions for the construction industry, announced today that it has closed its previously announced acquisition of LATISTA™, the leading provider of mobile-enabled solutions for construction project collaboration. Patrick |
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| November 25, 2013 |
Financial Statements and Exhibits - 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 22, 2013 (November 13, 2013) Textura Corporation (Exact name of registrant as specified in its charter) Commission File Number: 001-35956 Delaware 26-1212 |
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| November 25, 2013 |
Confidential Treatment Requested Confidential Treatment Requested Exhibit 2.1 EXECUTION VERSION Agreement and Plan of Merger by and among Textura Corporation, a Delaware corporation (“Purchaser”) Laser Acquisition Corporation, a Virginia corporation (“Merger Sub”) Latista Technologies, Inc., a Virginia corporation (“Company”), and Shareholder Representative Services LLC, a Colorado limited liability company as Shareholders’ Agent |
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| November 21, 2013 |
Exhibit 99.1 News Release Textura Announces Revenue Increase of 72% for Fourth Quarter 2013 Chicago, IL, November 21, 2013 / PRNewswire/ -Textura Corporation (NYSE: TXTR), the leading provider of collaboration solutions for the construction industry, today announced financial results for the fourth quarter and fiscal year ended September 30, 2013. • Revenue increased 72% year over year to $10.9 mi |
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| November 21, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 21, 2013 Textura Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-35956 26-1212370 (State or Other Jurisdiction of Incorporation) (Commission F |
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| November 18, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 18, 2013 (November 13, 2013) Textura Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-35956 26-1212370 (State or Other Jurisdiction of Incorpor |
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| November 18, 2013 |
Exhibit 99.1 Textura Announces Acquisition of LATISTA The leading provider of mobile-enabled solutions for the construction industry. Chicago, Illinois. - November 14, 2013 - Textura® Corporation (NYSE: TXTR), the leading provider of collaboration solutions for the construction industry, announced today that it has agreed to acquire LATISTA, the leading provider of mobile-enabled solutions for con |
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| October 8, 2013 |
Other Events - ITEM 8.01 LOAN PAYOFF UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 8, 2013 (October 4, 2013) Textura Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-35956 26-1212370 (State or Other Jurisdiction of Incorporatio |
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| September 20, 2013 |
4,586,559 Shares Textura Corporation Common Stock Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO FINANCIAL STATEMENTS Table of Contents Filed Pursuant to Rule 424(b)(4) Registration No. |
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| September 19, 2013 |
Exhibit 10.32 September , 2013 Dear Ladies and Gentlemen: The holders of common stock of Textura Corporation, a Delaware corporation (the “Company”), whose names appear on the signature pages hereto (collectively, the “Selling Stockholders”), propose to enter into an Underwriting Agreement (the “Underwriting Agreement”) among the Company, the Selling Stockholders and Credit Suisse Securities (USA) |
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| September 19, 2013 |
Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO FINANCIAL STATEMENTS Table of Contents As filed with the Securities and Exchange Commission on September 19, 2013 Registration No. |
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| September 19, 2013 |
Exhibit 10.31 September 16, 2013 First Midwest Bancorp, Inc. One Pierce Place, Suite 1500 Itasca, IL 60143 Dear Ladies and Gentlemen: First Midwest Bancorp, Inc. (the “Holder”) and certain other holders of common stock of Textura Corporation, a Delaware corporation (the “Company”, and such stockholders and the Holder being hereinafter sometimes collectively referred to as the “Selling Stockholders |
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| September 19, 2013 |
Issuer Free Writing Prospectus dated September 19, 2013 Filed pursuant to Rule 433 Relating to Preliminary Prospectus dated September 17, 2013 Registration Statement No. |
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| September 19, 2013 |
Exhibit 10.30 INDEMNIFICATION AGREEMENT This Indemnification Agreement (this “Agreement”) is dated and effective as of September 16, 2013, between Textura Corporation. (the “Company”), Aon Risk Services Companies, Inc. and Aon Risk Services Central, Inc. (collectively, the “Selling Stockholder”). Capitalized terms used but not defined herein shall have the meanings given to such terms in the Under |
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| September 19, 2013 |
[[·]] Shares Textura Corporation Common Stock UNDERWRITING AGREEMENT Exhibit 1.1 [[·]] Shares Textura Corporation Common Stock UNDERWRITING AGREEMENT September [ ], 2013 CREDIT SUISSE SECURITIES (USA) LLC WILLIAM BLAIR & COMPANY, L.L.C., As Representatives of the Several Underwriters, C/o Credit Suisse Securities (USA) LLC, Eleven Madison Avenue, New York, N.Y. 10010-3629 Ladies and Gentlemen: 1. Introductory. Textura Corporation, a Delaware corporation (the “Compa |
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| September 17, 2013 |
Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO FINANCIAL STATEMENTS Table of Contents As filed with the Securities and Exchange Commission on September 17, 2013 Registration No. |
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| September 17, 2013 |
Exhibit 10.29 This instrument prepared by and when recorded return to: Mark R. O’Meara Chapman and Cutler LLP 111 West Monroe Street Chicago, Illinois 60603 SPACE ABOVE THIS LINE RESERVED FOR RECORDER’S USE ONLY FOURTH AMENDMENT TO CONSTRUCTION LOAN AGREEMENT AND THE OTHER LOAN DOCUMENTS BY AND BETWEEN TEXTURA CORPORATION AND FIRST MIDWEST BANK 1405 Lake Cook Road Deerfield, Illinois 60015 PIN: 04 |
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| September 10, 2013 |
Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO FINANCIAL STATEMENTS Table of Contents As filed with the Securities and Exchange Commission on September 10, 2013 Registration No. |
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| August 7, 2013 |
Exhibit 99.1 News Release Textura Corporation Announces Third Fiscal Quarter 2013 Earnings Results • Total revenue of $9.4 million, up 64.6% year-over-year ◦ Construction value added of $13.6 billion, up 60.0% ◦ Active projects during the period of 5,701 up 37.6% • Total revenue up 9.5% quarter-over-quarter ◦ Construction value added up 27.4% ◦ Active projects during the period up 8.3% • Cash and |
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| August 7, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 7, 2013 Textura Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-35956 26-1212370 (State or Other Jurisdiction of Incorporation) (Commission File |
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| June 24, 2013 |
Explanation of Responses: (1) The Reporting Person has an indirect pecuniary interest in the shares of Common Stock acquired by Northwater Intellectual Property Fund L. |
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| June 24, 2013 |
Explanation of Responses: (1) Common Stock and Warrants held directly by Northwater Capital Inc. |
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| June 17, 2013 |
EXHIBIT 1 JOINT FILING AGREEMENT THIS JOINT FILING AGREEMENT is entered into as of June 17, 2013, by and among the parties hereto. |
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| June 17, 2013 |
TXTR / Textura Corp. / Patterson David G - SCHEDULE 13D Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Textura Corporation (Name of Issuer) COMMON STOCK, $0.001 PAR VALUE PER SHARE (Title of Class of Securities) 883211104 (CUSIP Number) Jonathan Piurko, Esq. Northwater Capital Management Inc. Suite 4700, Brookfield Place Bay Wellington Tower 181 Bay Street, P.O. Box 794 Toronto, Ontario |
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| June 13, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant To Section 13 or 15 (d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 10, 2013 TEXTURA CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-35956 26-1212370 (State or other jurisdiction of incorporation) (Commission File |
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| June 12, 2013 |
As filed with the Securities and Exchange Commission on June 12, 2013 File No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 TEXTURA CORPORATION (Exact name of Registrant as specified in its charter) Delaware 26-1212370 (State or other jurisdiction (I.R.S. Employer Identification No.) of incorporation o |
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| June 7, 2013 |
5,000,000 Shares Textura Corporation Common Stock Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO FINANCIAL STATEMENTS Table of Contents Filed Pursuant to Rule 424(b)(4) Registration Statement No. |
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| June 6, 2013 |
As filed with the Securities and Exchange Commission on June 6, 2013 Registration No. |
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| June 6, 2013 |
Issuer Free Writing Prospectus dated June 5, 2013 Filed pursuant to Rule 433 Relating to Preliminary Prospectus dated May 28, 2013 Registration Statement No. |
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| June 5, 2013 |
[ · ] Shares Textura Corporation Common Stock UNDERWRITING AGREEMENT Exhibit 1.1 [ · ] Shares Textura Corporation Common Stock UNDERWRITING AGREEMENT [ · ], 2013 CREDIT SUISSE SECURITIES (USA) LLC WILLIAM BLAIR & COMPANY, L.L.C., As Representatives of the Several Underwriters, C/o Credit Suisse Securities (USA) LLC, Eleven Madison Avenue, New York, N.Y. 10010-3629 Ladies and Gentlemen: 1. Introductory. Textura Corporation, a Delaware corporation (the “Company”), ag |
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| June 5, 2013 |
RESTATED CERTIFICATE OF INCORPORATION TEXTURA CORPORATION Exhibit 3.1 RESTATED CERTIFICATE OF INCORPORATION OF TEXTURA CORPORATION Textura Corporation, a corporation organized and existing under the laws of the State of Delaware, hereby certifies as follows: 1. The name of the corporation is Textura Corporation which is the name under which the corporation was originally incorporated. The date of filing its original Certificate of Incorporation with the |
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| June 5, 2013 |
Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO FINANCIAL STATEMENTS Table of Contents As filed with the Securities and Exchange Commission on June 5, 2013 Registration No. |
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| June 5, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Textura Corporation (Exact name of registrant as specified in its charter) Delaware 26-1212370 (State of incorporation or organization) (I.R.S. Employer Identification No.) 1405 Lake Cook Road Deer |
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| June 4, 2013 |
Textura Corporation 1405 Lake Cook Road Deerfield, IL 60015 June 4, 2013 BY EDGAR United States Securities and Exchange Commission 100 F Street, NE Washington, D. |
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| June 4, 2013 |
VIA EDGAR June 4, 2013 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Textura Corporation (the “Company”) Registration Statement on Form S-1 (File No. 333-187745) Ladies and Gentlemen: As representatives of the several underwriters of the Company’s proposed public offering of common stock, we hereby join the Company’s request that the effective date of the above-r |
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| May 28, 2013 |
Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO FINANCIAL STATEMENTS Table of Contents As filed with the Securities and Exchange Commission on May 28, 2013 Registration No. |
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| May 28, 2013 |
CERTIFICATE OF AMENDMENT CERTIFICATE OF INCORPORATION TEXTURA CORPORATION Exhibit 3.3 CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION OF TEXTURA CORPORATION Textura Corporation (the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware, as amended (the “DGCL”), DOES HEREBY CERTIFY: FIRST: That the Certificate of Incorporation of the Corporation (the “Certificate of Incorporation”) is her |
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| May 28, 2013 |
Mayer Brown LLP 71 South Wacker Drive Chicago, Illinois 60606-4637 May 22, 2013 Main Tel +1 312 782 0600 Main Fax +1 312 701 7711 www. |
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| May 28, 2013 |
Exhibit 4.1 THIS CERTIFIES THAT is the owner of CUSIP DATED COUNTERSIGNED AND REGISTERED: COMPUTERSHARE TRUST COMPANY, N.A. TRANSFER AGENT AND REGISTRAR, FULLY-PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK OF Textura Corporation (hereinafter called the “Company”), transferable on the books of the Company in person or by duly authorized attorney, upon surrender of this Certificate properly endorse |
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| May 28, 2013 |
CERTIFICATE OF AMENDMENT CERTIFICATE OF INCORPORATION TEXTURA CORPORATION Exhibit 3.2 CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION OF TEXTURA CORPORATION Textura Corporation (the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware, as amended (the “DGCL”), DOES HEREBY CERTIFY: FIRST: That the Certificate of Incorporation of the Corporation is hereby amended by amending Section A of |
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| May 17, 2013 |
Mayer Brown LLP 71 South Wacker Drive Chicago, Illinois 60606-4637 Main Tel +1 312 782 0600 Main Fax +1 312 701 7711 May 17, 2013 www. |
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| May 17, 2013 |
Exhibit 10.27 This instrument prepared by and when recorded return to: Mark R. O’Meara Chapman and Cutler LLP 111 West Monroe Street Chicago, Illinois 60603 SPACE ABOVE THIS LINE RESERVED FOR RECORDER’S USE ONLY THIRD AMENDMENT TO CONSTRUCTION LOAN AGREEMENT AND THE OTHER LOAN DOCUMENTS AND WAIVER BY AND BETWEEN TEXTURA CORPORATION AND FIRST MIDWEST BANK 1405 Lake Cook Road Deerfield, Illinois 600 |
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| May 17, 2013 |
Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO FINANCIAL STATEMENTS Table of Contents As filed with the Securities and Exchange Commission on May 17, 2013 Registration No. |
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| May 17, 2013 |
Exhibit 10.28 INDEMNIFICATION AGREEMENT This Agreement (this “Agreement”) is made and entered into as of the day of , 2013, by and between Textura Corporation, a Delaware corporation (the “Company”), and (“Indemnitee”). WHEREAS, it is in the best interests of the Company to retain and attract as directors and officers the most competent persons available; WHEREAS, the Board of Directors of the Com |
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| April 26, 2013 |
Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO FINANCIAL STATEMENTS Table of Contents As filed with the Securities and Exchange Commission on April 26, 2013 Registration No. |
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| April 26, 2013 |
Exhibit 10.4 RESTRICTED STOCK UNIT AWARD AGREEMENT TEXTURA CORPORATION LONG-TERM INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT * * * * * Participant: Restricted Stock Unit Grant Date (“Grant Date”): Number of Restricted Stock Units: THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, by and between Textura Corporation, a Delaware corpor |
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| April 26, 2013 |
TEXTURA CORPORATION LONG-TERM INCENTIVE PLAN Exhibit 10.2 TEXTURA CORPORATION LONG-TERM INCENTIVE PLAN 1. PURPOSE. Textura Corporation (the “Company”) has established the Textura Corporation Long-Term Incentive Plan (the “Plan”) to (a) attract and retain employees, directors and other persons providing services to the Company and its Related Companies (as defined herein); (b) advance the interests of the Company and its stockholders by provi |
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| April 26, 2013 |
CERTIFICATE OF AMENDMENT CERTIFICATE OF INCORPORATION TEXTURA CORPORATION Exhibit 3.2 CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION OF TEXTURA CORPORATION Textura Corporation (the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware, as amended (the “DGCL”), DOES HEREBY CERTIFY: FIRST: That the Board of Directors of the Corporation, at a meeting duly called and convened pursuant to th |
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| April 26, 2013 |
TEXTURA CORPORATION AMENDED AND RESTATED BY-LAWS ARTICLE I Exhibit 3.4 TEXTURA CORPORATION AMENDED AND RESTATED BY-LAWS ARTICLE I Offices SECTION 1. Registered Office. The registered office of Textura Corporation (the “Corporation”) in the State of Delaware shall be in the City of Wilmington, County of New Castle, or such other office or agent as the Board of Directors of the Corporation (the “Board”) shall from time to time select. SECTION 2. Other Offic |
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| April 26, 2013 |
Exhibit 2.3 ASSET PURCHASE AGREEMENT by and among TEXTURA PLANSWIFT CORPORATION, TEXTURA CORPORATION and PLANSWIFT, LLC Dated as of January 31, 2013 TABLE OF CONTENTS Page ARTICLE I PURCHASE OF ASSETS; ASSUMPTION OF CERTAIN LIABILITIES 1 1.1 Acquired Assets 1 1.2 Assignment of Contracts and Permits 2 1.3 Excluded Assets 4 1.4 Assumed Liabilities 4 1.5 Retained Liabilities 5 ARTICLE II PURCHASE PRI |
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| April 26, 2013 |
Exhibit 10.3 FORM OF OPTION AWARD AGREEMENT TEXTURA CORPORATION LONG-TERM INCENTIVE PLAN NON-QUALIFIED STOCK OPTION AGREEMENT * * * * * Participant: Option Grant Date (“Grant Date”): Exercise Price: $ per share Number of shares subject to this Option: THIS NON-QUALIFIED STOCK OPTION AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, by and between Textura Corporation, a Dela |
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| April 26, 2013 |
CERTIFICATE OF AMENDMENT CERTIFICATE OF INCORPORATION TEXTURA CORPORATION Exhibit 3.3 CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION OF TEXTURA CORPORATION Textura Corporation (the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware, as amended (the “DGCL”), DOES HEREBY CERTIFY: FIRST: That the Board of Directors of the Corporation, at a meeting duly called and convened pursuant to th |
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| April 26, 2013 |
Exhibit 21.1 Subsidiaries of Registrant Name Jurisdiction of Incorporation Textura Planswift Corporation Delaware Submittal Exchange Holdings, LLC Delaware Submittal Exchange, LLC Iowa |
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| April 26, 2013 |
Mayer Brown LLP 71 South Wacker Drive Chicago, Illinois 60606-4637 Main Tel +1 312 782 0600 Main Fax +1 312 701 7711 www. |
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| April 25, 2013 |
Mayer Brown LLP 71 South Wacker Drive Chicago, Illinois 60606-4637 Main Tel +1 312 782 0600 April 25, 2013 Main Fax +1 312 701 7711 www. |
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| April 5, 2013 |
MODIFICATION OF LOAN DOCUMENTS Exhibit 10.8 THIS DOCUMENT WAS PREPARED BY, AND AFTER RECORDING, RETURN TO: Michael Wolfe, Esq. MUCH SHELIST 191 North Wacker Drive Suite 1800 Chicago, Illinois 60606.1615 PERMANENT TAX INDEX NUMBERS: This space reserved for Recorder’s use only. 04-05-101-010 04-05-200-008 PROPERTY ADDRESS: 1405 Lake Cook Road Deerfield, Illinois 60015 MODIFICATION OF LOAN DOCUMENTS This MODIFICATION OF LOAN DOCUM |
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| April 5, 2013 |
AMENDED AND RESTATED PROMISSORY NOTE Exhibit 10.9 AMENDED AND RESTATED PROMISSORY NOTE $11,658,500.00 Date: August 14, 2009 Chicago, Illinois Maturity Date: August 14, 2011 1. Agreement to Pay. FOR VALUE RECEIVED, TEXTURA CORPORATION, A DELAWARE CORPORATION (“Borrower”), hereby promises to pay to the order of FIRST MIDWEST BANK, an Illinois banking corporation, its successors and assigns (“Lender”), the principal sum of ELEVEN MILLIO |
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| April 5, 2013 |
Exhibit 10.26 Execution Version 2010 REFERRAL FEE AGREEMENT This 2010 Referral Fee Agreement (this “Agreement”) is made and entered into this 15th day of June, 2010 (the “Effective Date”), by and between Textura Corporation, a Delaware corporation having a principal place of business at 1405 Lake Cook Road, Deerfield, IL 60015 (“Textura”) and Aon Risk Services Central, Inc., an Illinois corporatio |
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| April 5, 2013 |
SECOND MODIFICATION OF LOAN DOCUMENTS Exhibit 10.10 THIS DOCUMENT WAS PREPARED BY, AND AFTER RECORDING, RETURN TO: Michael Wolfe, Esq. MUCH SHELIST 191 North Wacker Drive Suite 1800 Chicago, Illinois 60606.1615 PERMANENT TAX INDEX NUMBERS: This space reserved for Recorder’s use only. 04-05-101-010 04-05-200-008 PROPERTY ADDRESS: 1405 Lake Cook Road Deerfield, Illinois 60015 SECOND MODIFICATION OF LOAN DOCUMENTS This SECOND MODIFICATIO |
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| April 5, 2013 |
April 5, 2013 VIA EDGAR AND OVERNIGHT DELIVERY Mark P. Shuman Branch Chief-Legal Mayer Brown LLP 71 South Wacker Drive Chicago, Illinois 60606-4637 Main Tel +1 312 782 0600 Main Fax +1 312 701 7711 www.mayerbrown.com David A. Schuette Direct Tel +1 312 701 7363 Direct Fax +1 312 706 8201 [email protected] U.S. Securities and Exchange Commission 100 F. Street, N.E. Washington, D.C. 20549 Re: |
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| April 5, 2013 |
Employment Agreement of Patrick J. Allin Exhibit 10.14 Employment Agreement of Patrick J. Allin This Employment Agreement (this “Agreement”) is effective as of March 28, 2013 (the “Effective Date”), by and between Textura Corporation (the “Company”) and Patrick J. Allin (the “Executive”). RECITALS A. The Executive is currently employed by the Company as its Chief Executive Officer (“CEO”) pursuant to an employment agreement dated October |
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| April 5, 2013 |
Employment Agreement of William Eichhorn Exhibit 10.15 Employment Agreement of William Eichhorn This Employment Agreement (this “Agreement”) is effective as of March 28, 2013 (the “Effective Date”), by and between Textura Corporation (the “Company”) and William Eichhorn (the “Executive”). RECITALS A. The Executive is currently employed by the Company as its Executive Vice President (“EVP”) pursuant to an employment agreement dated Octobe |
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| April 5, 2013 |
TEXTURA CORPORATION WARRANT TO PURCHASE [ ] SHARES OF COMMON STOCK Exhibit 10.23 THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER ANY STATE SECURITIES LAW, AND NO INTEREST THEREIN MAY BE SOLD, DISTRIBUTED, ASSIGNED, OFFERED, PLEDGED OR OTHERWISE TRANSFERRED UNLESS: (1) A REGISTRATION STATEMENT WITH RESPECT THERETO IS EFFECTIVE UNDER THE ACT AND ANY APPLI |
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| April 5, 2013 |
TEXTURA CORPORATION CONVERTIBLE/REDEEMABLE DEBENTURE Exhibit 10.17 THIS CONVERTIBLE/REDEEMABLE DEBENTURE AND THE COMMON STOCK ISSUABLE UPON CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER ANY STATE SECURITIES LAW, AND NO INTEREST THEREIN MAY BE SOLD, DISTRIBUTED, ASSIGNED, OFFERED, PLEDGED OR OTHERWISE TRANSFERRED UNLESS: (1) A REGISTRATION STATEMENT WITH RESPECT THERETO IS EFFECTIVE UNDE |
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| April 5, 2013 |
SOFTWARE DEVELOPMENT AND SERVICE AGREEMENT Exhibit 10.25 Execution Version SOFTWARE DEVELOPMENT AND SERVICE AGREEMENT This Software Development and Service Agreement (this “Agreement”) is made and entered into this 15th day of June, 2010 (the “Effective Date”) by and between Textura Corporation, a Delaware corporation having a principal place of business at 1405 Lake Cook Road, Deerfield, IL 60015 (“Textura”), and Aon Risk Services Central |
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| April 5, 2013 |
Exhibit 10.5 CONSTRUCTION LOAN AGREEMENT Dated August 14, 2007 by and between Textura, LLC, a Wisconsin limited liability company, as Borrower and First Midwest Bank as Lender 1405 Lake Cook Road, Deerfield, Illinois TABLE OF CONTENTS Page ARTICLE 1 INCORPORATION AND DEFINITIONS 1 1.1 Incorporation and Definitions 1 ARTICLE 2 REPRESENTATIONS AND WARRANTIES 4 2.1 Representations and Warranties 4 2. |
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| April 5, 2013 |
CONSTRUCTION MORTGAGE, SECURITY AGREEMENT, ASSIGNMENT OF LEASES AND RENTS AND FIXTURE FILING Exhibit 10.6 This document was prepared by, and after recording, return to: Michael Wolfe Much Shelist 191 N. Wacker Drive, Suite 1800 Chicago, Illinois 60606 Property Address: This space reserved for Recorders use only. 1405 Lake Cook Road Deerfield, Illinois 60015 CONSTRUCTION MORTGAGE, SECURITY AGREEMENT, ASSIGNMENT OF LEASES AND RENTS AND FIXTURE FILING THIS CONSTRUCTION MORTGAGE, SECURITY AGR |
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| April 5, 2013 |
Exhibit 2.2 EXECUTION VERSION CONTRIBUTION AGREEMENT DATED AS OF NOVEMBER 7, 2011 BY AND AMONG SUBMITTAL EXCHANGE HOLDINGS, LLC, TEXTURA CORPORATION, SUBMITTAL EXCHANGE, LLC AND THE MEMBERS OF SUBMITTAL EXCHANGE, LLC ARTICLE I DEFINITIONS 1 1.1 Definitions 1 1.2 Other Definitions 10 1.3 Interpretation 11 ARTICLE II CONTRIBUTION 11 2.1 Contribution of the Assets 11 2.2 Consideration 12 2.3 Hold Bac |
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| April 5, 2013 |
Exhibit 2.1 Execution Version ASSET PURCHASE AGREEMENT DATED AS OF OCTOBER 19, 2011 BY AND BETWEEN TEXTURA CORPORATION AND GRADEBEAM LLC TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 1.1 Definitions 1 1.2 Other Definitions 11 1.3 Interpretation 12 ARTICLE II SALE AND PURCHASE OF PURCHASED ASSETS 12 2.1 Sale and Purchase of Purchased Assets 12 2.2 Purchase Price 12 2.3 Assumed Liabilities 13 2.4 W |
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| April 5, 2013 |
TEXTURA CORPORATION WARRANT TO PURCHASE 10,000 SHARES OF COMMON STOCK Exhibit 10.19 THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER ANY STATE SECURITIES LAW, AND NO INTEREST THEREIN MAY BE SOLD, DISTRIBUTED, ASSIGNED, OFFERED, PLEDGED OR OTHERWISE TRANSFERRED UNLESS: (1) A REGISTRATION STATEMENT WITH RESPECT THERETO IS EFFECTIVE UNDER THE ACT AND ANY APPLI |
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| April 5, 2013 |
Exhibit 10.16 Employment Agreement of [ ] This Employment Agreement (this “Agreement”) is effective as of April [ ], 2013 (the “Effective Date”), by and between Textura Corporation (the “Company”) and [ ] (the “Executive”). RECITALS A. The Executive is currently employed by the Company as its [ ] (the “Position”), and the Company desires that the Executive continue to serve in the Position with th |
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| April 5, 2013 |
Employment Agreement of Patrick J. Allin EX-10.12 13 a2213949zex-1012.htm EX-10.12 Exhibit 10.12 Employment Agreement of Patrick J. Allin This Employment Agreement (the “Agreement”) is effective as of October 1, 2010 (the “Effective Date”), by and between Textura Corporation (the “Company”) and Patrick J. Allin (the “Executive”). RECITALS A. The Executive is currently employed by the Company as its Chief Executive Officer (“CEO”) pursuan |
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| April 5, 2013 |
Exhibit 10.1 TEXTURA CORPORATION STOCK INCENTIVE PLAN Effective October 1, 2007, As Amended and Restated Effective January 1, 2009 ARTICLE I PURPOSE The purpose of this Textura Corporation, a Delaware corporation (the “Company”), Stock Incentive Plan (the “Plan”) is to advance the interests of the Company and its shareholders by providing officers, directors, key employees, consultants and other i |
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| April 5, 2013 |
CERTIFICATE OF INCORPORATION OF TEXTURA CORPORATION ARTICLE I Exhibit 3.1 CERTIFICATE OF INCORPORATION OF TEXTURA CORPORATION ARTICLE I The name of this corporation is Textura Corporation (the “Corporation”). ARTICLE II The address of the registered office of the Corporation in the State of Delaware is 2711 Centerville Road, Suite 400 in the City of Wilmington, County of New Castle, and the name of its registered agent at that address is Corporation Service |
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| April 5, 2013 |
TEXTURA CORPORATION WARRANT TO PURCHASE 10,000 SHARES OF COMMON STOCK Exhibit 10.20 THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER ANY STATE SECURITIES LAW, AND NO rNTEREST THEREIN MAY BE SOLD, DISTRIBUTED, ASSIGNED, OFFERED, PLEDGED OR OTHERWISE TRANSFERRED UNLESS: (1) A REGISTRATION STATEMENT WITH RESPECT THERETO IS EFFECTIVE UNDER THE ACT AND ANY APPLI |
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| April 5, 2013 |
TEXTURA CORPORATION WARRANT TO PURCHASE [ ] SHARES OF COMMON STOCK Exhibit 10.24 THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER ANY STATE SECURITIES LAW, AND NO INTEREST THEREIN MAY BE SOLD, DISTRIBUTED, ASSIGNED, OFFERED, PLEDGED OR OTHERWISE TRANSFERRED UNLESS: (1) A REGISTRATION STATEMENT WITH RESPECT THERETO IS EFFECTIVE UNDER THE ACT AND ANY APPLI |
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| April 5, 2013 |
Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO FINANCIAL STATEMENTS Table of Contents As filed with the Securities and Exchange Commission on April 5, 2013 Registration No. |
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| April 5, 2013 |
Exhibit 10.13 PRIVATE AND CONFIDENTIAL February 28, 2011 Mr. Howard Niden Dear Howard: On behalf of Textura’s Executive Management team and Board of Directors I am pleased to extend you an offer to join Textura. We believe this offer provides you with a unique opportunity to further develop your professional career and contribute significantly to the future of Textura Corporation. The following in |
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| April 5, 2013 |
EX-10.18 19 a2213949zex-1018.htm EX-10.18 Exhibit 10.18 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY STATE SECURITIES LAW (COLLECTIVELY THE “SECURITIES ACTS”), AND IS NOT TRANSFERABLE EXCEPT IN ACCORDANCE WITH ALL APPLICABLE SECURITIES ACTS. TEXTURA CORPORATION NOTE $[·] CHICAGO, ILLINOIS January , 2013 FOR VALUE RECEIVED, Textura Corporation, |
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| April 5, 2013 |
Exhibit 10.7 PROMISSORY NOTE $12,000,000.00 August 14, 2007 Chicago, Illinois 1. Agreement to Pay. FOR VALUE RECEIVED, Textura, LLC, a Wisconsin limited liability (“Borrower”), hereby promises to pay to the order of First Midwest Bank, its successors and assigns (“Lender”), the principal sum of Twelve Million and 00/100 Dollars ($12,000,000.00) (“Loan”), or so much thereof as may be advanced pursu |
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| April 5, 2013 |
TEXTURA CORPORATION WARRANT TO PURCHASE [ ] SHARES OF COMMON STOCK Exhibit 10.22 THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER ANY STATE SECURITIES LAW, AND NO INTEREST THEREIN MAY BE SOLD, DISTRIBUTED, ASSIGNED, OFFERED, PLEDGED OR OTHERWISE TRANSFERRED UNLESS: (1) A REGISTRATION STATEMENT WITH RESPECT THERETO IS EFFECTIVE UNDER THE ACT AND ANY APPLI |
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| April 5, 2013 |
TEXTURA CORPORATION WARRANT TO PURCHASE SHARES OF COMMON STOCK Exhibit 10.21 THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER ANY STATE SECURITIES LAW, AND NO INTEREST THEREIN MAY BE SOLD, DISTRIBUTED, ASSIGNED, OFFERED, PLEDGED OR OTHERWISE TRANSFERRED UNLESS: (1) A REGISTRATION STATEMENT WITH RESPECT THERETO IS EFFECTIVE UNDER THE ACT AND ANY APPLI |
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| April 5, 2013 |
EX-10.11 12 a2213949zex-1011.htm EX-10.11 Exhibit 10.11 November 29, 2012 Dennis C. Wolfe Pricewaterhouse Coopers One North Wacker Drive Chicago, Illinois 60606 Dear Sir: First Midwest Bank (“the Bank”) entered into the second modification of loan documents with Textura, LLC on August 14, 2011. This letter serves as a waiver on the following paragraphs; Paragraph 29(e) makes reference to Debt Serv |
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| March 13, 2013 |
Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO FINANCIAL STATEMENTS Table of Contents As confidentially submitted to the Securities and Exchange Commission on March 13, 2013 Registration No. |
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| March 13, 2013 |
Mayer Brown LLP 71 South Wacker Drive Chicago, Illinois 60606-4637 Main Tel +1 312 782 0600 Main Fax +1 312 701 7711 March 13, 2013 www. |
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| February 22, 2013 |
Use these links to rapidly review the document TABLE OF CONTENTS INDEX TO FINANCIAL STATEMENTS Table of Contents As confidentially submitted to the Securities and Exchange Commission on February 22, 2013 Registration No. |
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| February 22, 2013 |
Exhibit 2.3 ASSET PURCHASE AGREEMENT by and among TEXTURA PLANSWIFT CORPORATION, TEXTURA CORPORATION and PLANSWIFT, LLC Dated as of January 31, 2013 TABLE OF CONTENTS Page ARTICLE I PURCHASE OF ASSETS; ASSUMPTION OF CERTAIN LIABILITIES 1 1.1 Acquired Assets 1 1.2 Assignment of Contracts and Permits 2 1.3 Excluded Assets 4 1.4 Assumed Liabilities 4 1.5 Retained Liabilities 5 ARTICLE II PURCHASE PRI |
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| February 22, 2013 |
Mayer Brown LLP 71 South Wacker Drive Chicago, Illinois 60606-4637 Main Tel +1 312 782 0600 Main Fax +1 312 701 7711 February 22, 2013 www. |
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| January 9, 2013 |
Table of Contents As confidentially submitted to the Securities and Exchange Commission on January 9, 2013 Registration No. |
