Common use of Additional Information and Where to Find It Clause in Contracts

Additional Information and Where to Find It. This communication is being made in respect to the proposed transaction involving CVS Health and Signify Health. A meeting of the stockholders of Signify Health will be announced as promptly as practicable to seek stockholder approval in connection with the proposed transaction. CVS Health and Signify Health intend to file relevant materials with the SEC, including the filing by Signify Health of a preliminary and definitive proxy statement relating to the proposed transaction. The definitive proxy statement will be mailed to Signify Health’s stockholders. This press release is not a substitute for the proxy statement or any other document that may be filed by Signify Health with the SEC. BEFORE MAKING ANY DECISION, SIGNIFY HEALTH STOCKHOLDERS ARE URGED TO CAREFULLY READ THE PRELIMINARY AND DEFINITIVE PROXY STATEMENTS (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS FILED OR TO BE FILED WITH THE SEC IN CONNECTION WITH THE PROPOSED TRANSACTION OR INCORPORATED BY REFERENCE INTO THE PROXY STATEMENT WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. Any vote in respect of resolutions to be proposed at Signify Health’s stockholder meeting to approve the proposed transaction or other responses in relation to the proposed transaction should be made only on the basis of the information contained in Signify Health’s proxy statement. You will be able to obtain a free copy of the proxy statement and other related documents (when available) filed by Signify Health and CVS Health with the SEC at the website maintained by the SEC at xxx.xxx.xxx or by accessing the Investor Relations section of Signify Health’s website at xxxxx://xxx.xxxxxxxxxxxxx.xxx or the Investor Resources section of CVS Health’s website at xxxxx://xxxxxxxxx.xxxxxxxxx.xxx.

Appears in 2 contracts

Samples: CVS HEALTH Corp, Signify Health, Inc.

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Additional Information and Where to Find It. This communication is being made The Company, its directors and certain of its executive officers are participants in respect to the proposed transaction involving CVS Health and Signify Health. A meeting solicitation of proxies from the Company’s stockholders of Signify Health will be announced as promptly as practicable to seek stockholder approval in connection with the proposed transactionmatters to be considered at Company’s upcoming 2018 Annual Meeting of Stockholders (“Annual Meeting”). CVS Health and Signify Health intend The Company intends to file relevant materials with the SEC, including the filing by Signify Health of a preliminary SEC an amended and definitive restated proxy statement relating to (the proposed transaction. The definitive “Amended Proxy Statement”) and proxy statement will be mailed to Signify Healthcard in connection with its solicitation of proxies from the Company’s stockholders. This press release is not a substitute stockholders for the proxy statement or any other document that may be filed by Signify Health with the SECAnnual Meeting. BEFORE MAKING ANY DECISION, SIGNIFY HEALTH STOCKHOLDERS OF THE COMPANY ARE URGED STRONGLY ENCOURAGED TO CAREFULLY READ THE PRELIMINARY AND DEFINITIVE AMENDED PROXY STATEMENTS STATEMENT (INCLUDING ANY SUPPLEMENTS OR AMENDMENTS OR SUPPLEMENTS THERETO) ), THE ACCOMPANYING PROXY CARD AND ANY OTHER RELEVANT DOCUMENTS FILED OR TO BE FILED THAT THE COMPANY FILES WITH THE SEC IN CONNECTION WITH THE PROPOSED TRANSACTION OR INCORPORATED BY REFERENCE INTO THE PROXY STATEMENT WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTIONINFORMATION. Any vote Detailed information regarding the identity of participants and their direct or indirect interests, by security holdings or otherwise, will be set forth in respect the Amended Proxy Statement. To the extent holdings of resolutions such participants in the Company’s securities may change after the filing of the Amended Proxy Statement, such changes will be reflected on Initial Statements of Beneficial Ownership on Form 3 or Statements of Change in Ownership on Form 4 filed with the SEC and available on the ‘investor relations’ section of the Company’s website at xxxx://xxxxxxxx.xxxx.xxx. Additional details concerning the Board’s nominees for the Annual Meeting will be set forth in the Amended Proxy Statement and other materials to be proposed at Signify Health’s stockholder meeting to approve filed with the proposed transaction or other responses SEC in relation to connection with the proposed transaction should be made only on the basis of the information contained in Signify Health’s proxy statementAnnual Meeting. You Stockholders will be able to obtain a free copy of the proxy statement Amended Proxy Statement, any supplements or amendments thereto and other related documents (when available) filed by Signify Health and CVS Health the Company with the SEC for no charge at the website maintained by the SEC at xxx.xxx.xxx or by accessing the Investor Relations section of Signify HealthSEC’s website at xxxxx://xxx.xxxxxxxxxxxxx.xxx or xxxx://xxx.xxx.xxx. Copies can also be obtained at no charge on the Investor Resources ‘investor relations’ section of CVS Healththe Company’s website at xxxxx://xxxxxxxxx.xxxxxxxxx.xxx.xxxx://xxxxxxxx.xxxx.xxx, by writing to the Company at Investor Relations, InnerWorkings, Inc., 000 Xxxx Xxxxxxx Xxxxxx, Xxxxxxx, XX 00000, or by calling Xxxxxxx Xxxxx, Vice President, Finance and Investor Relations, at (000) 000-0000. CONTACT: InnerWorkings, Inc. Xxxxxxx Xxxxx 312.589.5613

Appears in 1 contract

Samples: Settlement Agreement (Innerworkings Inc)

Additional Information and Where to Find It. This communication is being made in respect to the proposed transaction involving CVS Health and Signify Oak Street Health. A meeting of the stockholders of Signify Oak Street Health will be announced as promptly as practicable to seek stockholder approval in connection with the proposed transaction. CVS Health and Signify Oak Street Health intend to file relevant materials with the SEC, including the filing by Signify that Oak Street Health of will file a preliminary and definitive proxy statement relating to the proposed transaction. The definitive proxy statement will be mailed to Signify Oak Street Health’s stockholders. This The press release is not a substitute for the proxy statement or any other document that may be filed by Signify Oak Street Health with the SEC. BEFORE MAKING ANY DECISION, SIGNIFY OAK STREET HEALTH STOCKHOLDERS ARE URGED TO CAREFULLY READ THE PRELIMINARY AND DEFINITIVE PROXY STATEMENTS (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS FILED OR TO BE FILED WITH THE SEC IN CONNECTION WITH THE PROPOSED TRANSACTION OR INCORPORATED BY REFERENCE INTO THE PROXY STATEMENT WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. Any vote in respect of resolutions to be proposed at Signify Oak Street Health’s stockholder meeting to approve the proposed transaction or other responses in relation to the proposed transaction should be made only on the basis of the information contained in Signify Oak Street Health’s proxy statement. You will be able to obtain a free copy of the proxy statement and other related documents (when available) filed by Signify Oak Street Health and documents filed by CVS Health with the SEC at the website maintained by the SEC at xxx.xxx.xxx or www.xxx.xxx xx by accessing the Investor Relations section of Signify Oak Street Health’s website at xxxxx://xxx.xxxxxxxxxxxxx.xxx httxx://xxx.xxxxxxxxxxxxxxx.xxx xxr documents filed by Oak Street Health or the Investor Resources section Investors portion of CVS Health’s website at xxxxx://xxxxxxxxx.xxxxxxxxx.xxxhttxx://xxxxxxxxx.xxxxxxxxx.xxx xxr documents filed by CVS Health. No Offer or Solicitation This press release is for information purposes only and is not intended to and does not constitute, or form part of, an offer, invitation or the solicitation of an offer or invitation to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of any securities, or the solicitation of any vote or approval in any jurisdiction, pursuant to the proposed transaction or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended. Participants in the Solicitation CVS Health, Oak Street Health and certain of their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from Oak Street Health’s stockholders in connection with the proposed transaction. Information regarding CVS Health’s directors and executive officers is contained in CVS Health’s Definitive Proxy Statement for its 2022 Annual Meeting of Stockholders filed with the SEC on April 1, 2022 as updated by CVS Health’s subsequent filings made on www.xxx.xxx. Xnformation regarding Oak Street Health’s directors and executive officers, including a description of their respective direct or indirect interests, by security holdings or otherwise, will be included in the proxy statement described above. These documents (when available) may be obtained free of charge from the SEC’s website at www.xxx.xxx xx by accessing the Investor Relations section of Oak Street Health’s website at httxx://xxx.xxxxxxxxxxxxxxx.xxx xxr documents filed by Oak Street Health or the Investors portion of CVS Health’s website at httxx://xxxxxxxxx.xxxxxxxxx.xxx xxr documents filed by CVS Health.

Appears in 1 contract

Samples: Oak Street Health, Inc.

Additional Information and Where to Find It. This communication is being may be deemed to be made in respect to of a proposed business combination involving Sphere 3D and Gryphon Digital Mining. Sphere 3D will file relevant materials with the proposed transaction involving CVS Health and Signify Health. A meeting of the stockholders of Signify Health will be announced as promptly as practicable to seek stockholder approval SEC in connection with the proposed transaction, including a registration statement on Form F-4 and the proxy statement/prospectus forming a part thereof. CVS Health Under the proposed terms, promptly after the registration statement on Form F-4 is declared effective under the Securities Act and Signify Health intend to file relevant materials its proxy statement/prospectus is filed with the SEC, including Sphere 3D will mail or otherwise make available the filing by Signify Health proxy statement/prospectus and a proxy card to each shareholder entitled to vote at the special meeting of a preliminary and definitive proxy statement shareholders relating to the proposed transaction. The definitive proxy statement will be mailed to Signify Health’s stockholders. This press release is not a substitute for the proxy statement or any other document that may be filed by Signify Health with the SEC. BEFORE MAKING ANY DECISION, SIGNIFY HEALTH STOCKHOLDERS SPHERE 3D SHAREHOLDERS ARE URGED ADVISED TO CAREFULLY READ THE PRELIMINARY AND DEFINITIVE PROXY STATEMENTS THESE MATERIALS (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS FILED OR WITH THE SEC IN RESPECT OF THE PROPOSED TRANSACTION WHEN THEY BECOME AVAILABLE, AS THOSE DOCUMENTS WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION AND THE PARTIES TO BE THE PROPOSED TRANSACTION. SPHERE 3D URGES ITS SECURITY HOLDERS TO READ THE PROXY STATEMENT/PROSPECTUS AND OTHER DOCUMENTS FILED WITH THE SEC CAREFULLY AND IN CONNECTION WITH THE PROPOSED TRANSACTION OR INCORPORATED BY REFERENCE INTO THE PROXY STATEMENT THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. Any vote in respect of resolutions to be proposed at Signify Health’s stockholder meeting to approve the proposed transaction or other responses in relation to the proposed transaction should be made only on the basis of the information contained in Signify Health’s proxy statement. You Security holders will be able to obtain a free copy of the proxy statement and other related documents these materials (when availablethey are available and filed) free of charge at the SEC's website, xxx.xxx.xxx. Copies of documents filed by Signify Health and CVS Health with the SEC at the website maintained by the SEC at xxx.xxx.xxx or by accessing the Investor Relations section Sphere 3D (when they become available) may be obtained free of Signify Health’s charge on Sphere 3D's website at xxxxx://xxx.xxxxxxxxxxxxx.xxx or the Investor Resources section of CVS Health’s website at xxxxx://xxxxxxxxx.xxxxxxxxx.xxxxxx.xxxxxx0x.xxx.

Appears in 1 contract

Samples: Sphere 3D Corp

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Additional Information and Where to Find It. This communication is being made in respect to the proposed transaction involving CVS Health and Signify Health. A meeting of the stockholders of Signify Health will be announced as promptly as practicable to seek stockholder approval in In connection with the proposed transactionspecial general meeting, Xxxxx intends to send to its shareholders of record as of the Record Date, and will forward to the Depository for distribution to the holders of Xxxxx ADSs as of the Record Date, a proxy statement describing the Merger Proposal to be voted upon at the meeting, as well as logistical information related to the meeting. CVS Health and Signify Health intend to file relevant materials Along with the SECproxy statement, including the filing by Signify Health Xxxxx will also send a proxy card or voting instruction form enabling shareholders to submit their votes on that proposal. In addition, voting instructions for holders of a preliminary and definitive proxy statement relating to the proposed transaction. The definitive proxy statement Xxxxx ADSs will be mailed distributed by the Depositary to Signify Health’s stockholdersholders of Xxxxx ADSs as of the Record Date. This press release is not a substitute for Xxxxx will also be furnishing copies of the proxy statement or any other document that may and form of proxy card to the SEC and TASE as exhibits to a Report of Foreign Private Issuer on Form 6-K to be filed by Signify Health Xxxxx. A shareholder whose ordinary shares are registered with a TASE member and are not registered on the SECCompany's shareholders' register is entitled to receive from the TASE member who holds the ordinary shares on the shareholder's behalf, by e-mail, for no charge, a link to the text of proxy card and to the position notices posted on the ISA's website, unless the shareholder notified the TASE member that he or she is not interested; provided, that such notice was provided with respect to a particular securities account prior to the Record Date. BEFORE MAKING ANY DECISION, SIGNIFY HEALTH STOCKHOLDERS SHAREHOLDERS (AND HOLDERS OF ADSs) ARE URGED TO CAREFULLY READ THE PRELIMINARY PROXY STATEMENT AND DEFINITIVE PROXY STATEMENTS (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY THE OTHER RELEVANT DOCUMENTS FILED OR TO BE FILED WITH THE SEC IN CONNECTION WITH THE PROPOSED TRANSACTION OR INCORPORATED BY REFERENCE INTO THE PROXY STATEMENT MATERIALS WHEN THEY BECOME AVAILABLE BEFORE MAKING ANY VOTING OR INVESTMENT DECISION WITH RESPECT TO THE PROPOSED TRANSACTION BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE COMPANY, PARENT, THE PROPOSED TRANSACTIONTRANSACTION AND RELATED MATTERS. Any vote The proxy statement (when available) and proxy card, as well as any position notices, may be obtained without charge at the SEC's website at xxx.xxx.xxx and, in respect of resolutions addition, at the ISA's website at xxxx://xxx.xxxxx.xxx.xxx.xx or at the TASE's website at xxxx://xxxx.xxxx.xx.xx. All shareholders are entitled to be proposed at Signify Health’s stockholder meeting to approve contact the proposed transaction or other responses in relation to Company directly and receive the proposed transaction should be made only on the basis text of the information contained in Signify Health’s proxy statementmaterials and any position notice. You will be able to obtain a free copy of In addition, the proxy statement and other related documents (when available) filed by Signify Health and CVS Health with the SEC proxy card, as well as any position notices, will be available for inspection at the website maintained by Company's offices, which are located at 0 Xxxxxxx Xxxxxx, Xxxxx Xxxxxxxxxx Xxxx, Xxxxxxxx 3079567 Israel. The Company's phone number is +000-0-0000000. FORWARD-LOOKING STATEMENTS This notice contains forward-looking statements within the SEC at xxx.xxx.xxx or by accessing meaning of the Investor Relations section "safe harbor" provisions of Signify Health’s website at xxxxx://xxx.xxxxxxxxxxxxx.xxx or the Investor Resources section U.S. Private Securities Litigation Reform Act of CVS Health’s website at xxxxx://xxxxxxxxx.xxxxxxxxx.xxx.1995. These forward-looking

Appears in 1 contract

Samples: Agreement and Plan of Merger

Additional Information and Where to Find It. This communication is being made in respect to the proposed transaction involving CVS Health and Signify Oak Street Health. A meeting of the stockholders of Signify Oak Street Health will be announced as promptly as practicable to seek stockholder approval in connection with the proposed transaction. CVS Health and Signify Oak Street Health intend to file relevant materials with the SEC, including the filing by Signify that Oak Street Health of will file a preliminary and definitive proxy statement relating to the proposed transaction. The definitive proxy statement will be mailed to Signify Oak Street Health’s stockholders. This The press release is not a substitute for the proxy statement or any other document that may be filed by Signify Oak Street Health with the SEC. BEFORE MAKING ANY DECISION, SIGNIFY OAK STREET HEALTH STOCKHOLDERS ARE URGED TO CAREFULLY READ THE PRELIMINARY AND DEFINITIVE PROXY STATEMENTS (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS FILED OR TO BE FILED WITH THE SEC IN CONNECTION WITH THE PROPOSED TRANSACTION OR INCORPORATED BY REFERENCE INTO THE PROXY STATEMENT WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. Any vote in respect of resolutions to be proposed at Signify Oak Street Health’s stockholder meeting to approve the proposed transaction or other responses in relation to the proposed transaction should be made only on the basis of the information contained in Signify Oak Street Health’s proxy statement. You will be able to obtain a free copy of the proxy statement and other related documents (when available) filed by Signify Oak Street Health and documents filed by CVS Health with the SEC at the website maintained by the SEC at xxx.xxx.xxx wxx.xxx.xxx or by accessing the Investor Relations section of Signify Oak Street Health’s website at xxxxx://xxx.xxxxxxxxxxxxx.xxx hxxxx://xxx.xxxxxxxxxxxxxxx.xxx for documents filed by Oak Street Health or the Investor Resources section Investors portion of CVS Health’s website at xxxxx://xxxxxxxxx.xxxxxxxxx.xxxhxxxx://xxxxxxxxx.xxxxxxxxx.xxx for documents filed by CVS Health. No Offer or Solicitation This press release is for information purposes only and is not intended to and does not constitute, or form part of, an offer, invitation or the solicitation of an offer or invitation to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of any securities, or the solicitation of any vote or approval in any jurisdiction, pursuant to the proposed transaction or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended. Participants in the Solicitation CVS Health, Oak Street Health and certain of their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from Oak Street Health’s stockholders in connection with the proposed transaction. Information regarding CVS Health’s directors and executive officers is contained in CVS Health’s Definitive Proxy Statement for its 2022 Annual Meeting of Stockholders filed with the SEC on April 1, 2022 as updated by CVS Health’s subsequent filings made on wxx.xxx.xxx. Information regarding Oak Street Health’s directors and executive officers, including a description of their respective direct or indirect interests, by security holdings or otherwise, will be included in the proxy statement described above. These documents (when available) may be obtained free of charge from the SEC’s website at wxx.xxx.xxx or by accessing the Investor Relations section of Oak Street Health’s website at hxxxx://xxx.xxxxxxxxxxxxxxx.xxx for documents filed by Oak Street Health or the Investors portion of CVS Health’s website at hxxxx://xxxxxxxxx.xxxxxxxxx.xxx for documents filed by CVS Health.

Appears in 1 contract

Samples: CVS HEALTH Corp

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