Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.
Appears in 21 contracts
Samples: Agreement and Plan of Merger (DG FastChannel, Inc), Agreement and Plan of Merger (Zhone Technologies Inc), Agreement and Plan of Merger (Sorrento Networks Corp)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Proxy Statement/Prospectus shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.;
Appears in 15 contracts
Samples: Agreement and Plan of Merger (Legato Systems Inc), Agreement and Plan of Merger (Emc Corp), Agreement and Plan of Merger (Scott Technologies Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.
Appears in 12 contracts
Samples: Agreement and Plan of Merger (CBS Corp), Agreement and Plan of Merger (Cigna Corp), Agreement and Plan of Merger (Viacom Inc.)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Joint Proxy Statement/Prospectus shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.;
Appears in 12 contracts
Samples: Agreement and Plan of Merger (Tyco International LTD), Agreement and Plan of Merger (Summit Technology Inc), Agreement and Plan of Merger (U S Long Distance Corp)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.
Appears in 10 contracts
Samples: Agreement and Plan of Merger (Zynga Inc), Agreement and Plan of Merger (Univar Inc.), Agreement and Plan of Merger (Tw Telecom Inc.)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Joint Proxy Statement/Prospectus shall have been initiated or, to the knowledge of Parent or the Company, threatened in writing by the SEC.
Appears in 10 contracts
Samples: Agreement and Plan of Merger and Reorganization (August Technology Corp), Agreement and Plan of Merger (Rudolph Technologies Inc), Agreement and Plan of Merger (August Technology Corp)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No ; no stop order suspending the effectiveness of the Registration Statement or the use of the Proxy Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened in writing by the SEC.
Appears in 7 contracts
Samples: Agreement and Plan of Merger (eGENE, INC.), Agreement and Plan of Merger (Vaxgen Inc), Voting Agreement (Eyetech Pharmaceuticals Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Proxy Statement/Prospectus shall have been initiated or, to the knowledge of Parent or the Company, threatened in writing by the SEC.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Td Ameritrade Holding Corp), Agreement and Plan of Merger (Market Leader, Inc.), Agreement and Plan of Merger (Thinkorswim Group Inc.)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings proceeding for that purpose purpose, and no similar proceeding in respect of the Joint Proxy Statement/Prospectus, shall have been initiated or, to the knowledge of Parent or the Company, threatened in writing by the SECSEC that has not been withdrawn.
Appears in 6 contracts
Samples: Agreement and Plan of Merger and Reorganization (Synacor, Inc.), Agreement and Plan of Merger and Reorganization (Qumu Corp), Agreement and Plan of Merger and Reorganization (Hortonworks, Inc.)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Proxy Statement/Prospectus shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Opko Health, Inc.), Agreement and Plan of Merger (Vbi Vaccines Inc.), Agreement and Plan of Merger (Bio Reference Laboratories Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No effective; no stop order suspending the effectiveness of the Registration Statement or the use of the Proxy Statement shall have been issued by the SEC SEC, and no proceedings for that purpose shall have been initiated or, to the knowledge Knowledge of Parent or the Company, threatened by the SEC.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Protection One Inc), Agreement and Plan of Merger (Maxim Integrated Products Inc), Agreement and Plan of Merger (Mapquest Com Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC be in effect and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by be pending before the SEC.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Intercontinentalexchange Inc), Agreement and Plan of Merger (Intercontinentalexchange Inc), Agreement and Plan of Merger (NYSE Euronext)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared become effective by in accordance with the SEC under provisions of the Securities Act. No ; no stop order Order suspending the effectiveness of the Registration Statement shall have been issued by the SEC be in effect; and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent be pending before or the Company, threatened by the SEC.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (America Online Inc), Agreement and Plan of Merger (America Online Inc), Agreement and Plan of Merger (Netscape Communications Corp)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge Knowledge of Parent or the Company, threatened by the SEC.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Digital Generation Systems Inc), Agreement and Plan of Merger (Variagenics Inc), Agreement and Plan of Merger (Hyseq Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent and not concluded or the Company, threatened by the SECwithdrawn.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Brandywine Operating Partnership Lp /Pa), Agreement and Plan of Merger (Shurgard Storage Centers Inc), Agreement and Plan of Merger (Simon Property Group Inc /De/)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Proxy Statement shall have been initiated or, to the knowledge of Parent Desktop or the CompanyIndividual, threatened by the SEC.;
Appears in 4 contracts
Samples: Agreement and Plan of Merger and Reorganization (Individual Inc), Agreement and Plan of Merger and Reorganization (Individual Inc), Agreement and Plan of Merger and Reorganization (Desktop Data Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No effective; no stop order suspending the effectiveness of the Registration Statement or the use of the Proxy Statement shall have been issued by the SEC SEC, and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Granahan McCourt Acquisition CORP), Agreement and Plan of Merger (Sand Hill It Security Acquisition Corp), Agreement and Plan of Merger (Sand Hill It Security Acquisition Corp)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings Proceedings for that purpose shall shall, on or prior to the Effective Time, have been initiated or, to the knowledge Knowledge of Parent the Company or the CompanySeller, threatened by the SEC. The Company shall have received all other federal or state securities Consents necessary to issue Company Common Stock in exchange for Seller Common Stock and to consummate the Merger.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Marshall & Ilsley Corp/Wi/), Agreement and Plan of Merger (United Heritage Bankshares of Florida Inc), Agreement and Plan of Merger (Marshall & Ilsley Corp/Wi/)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall shall, on or prior to the Effective Time, have been initiated or, to the knowledge of Parent the Company or the CompanySeller, threatened by the SEC.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Life Financial Corp), Agreement and Plan of Merger (Advantage Bancorp Inc), Employment Agreement (Marshall & Ilsley Corp/Wi/)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No Act and no stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and be in effect and no proceedings Proceeding for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SECbe pending.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Bill Barrett Corp), Agreement and Plan of Merger (Forest Oil Corp), Agreement and Plan of Merger (Devon Energy Corp/De)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened in writing by the SEC.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (First Health Group Corp), Agreement and Plan of Merger (Pernix Therapeutics Holdings, Inc.), Agreement and Plan of Merger (Somaxon Pharmaceuticals, Inc.)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall shall, on or prior to the Effective Time, have been initiated or, to the knowledge of Parent Associated or the Company, threatened by the SEC. Associated shall have received all other federal or state securities permits and other authorizations necessary to issue Associated Common Stock in exchange for the Company Common Stock and to consummate the Merger.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Associated Banc-Corp), Agreement and Plan of Merger (Associated Banc-Corp), Agreement and Plan of Merger (State Financial Services Corp)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent the Company or the CompanyParent, threatened by the SEC.
Appears in 3 contracts
Samples: Agreement and Plan of Merger and Reorganization (Inhibitex, Inc.), Agreement and Plan of Merger and Reorganization (Fermavir Pharmaceuticals, Inc.), Agreement and Plan of Merger (Corgentech Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No effective; no stop order suspending the effectiveness of the Registration Statement or the use of the Joint Proxy Statement/Prospectus shall have been issued by the SEC SEC, and no proceedings for that purpose shall have been initiated or, to the knowledge Knowledge of Parent or the Company, threatened by the SEC.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Webmethods Inc), Agreement and Plan of Merger (Webmethods Inc), Agreement and Plan of Merger (Webmethods Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Joint Proxy Statement/Prospectus shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (PROLOR Biotech, Inc.), Iv 6 Agreement and Plan of Merger (International Imaging Materials Inc /De/), Iv 6 Agreement and Plan of Merger (Paxar Corp)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No , and no stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that or any similar purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.;
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Lq Corp Inc), Agreement and Plan of Merger (Dynabazaar Inc), Agreement and Plan of Merger (Lq Corp Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities ActAct or otherwise become effective. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC SEC, and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.
Appears in 3 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger, Agreement and Plan of Merger (ITC Holdings Corp.)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Proxy Statement shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.;
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Pinnacor Inc), Agreement and Plan of Merger (Marketwatch Com Inc), Agreement and Plan of Merger (Cray Research Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities ActSEC. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Proxy Statement/Prospectus shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.;
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Safeway Inc), Agreement and Plan of Merger (Vons Companies Inc), Agreement and Plan of Merger (Safeway Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC, and any material Blue Sky Laws and other state securities laws applicable to the registration and qualification of the shares of Parent Common Stock to be issued in the Merger shall have been complied with in all material respects.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Neuberger Berman Inc), Agreement and Plan of Merger (Lehman Brothers Holdings Inc)
Effectiveness of the Registration Statement. The Registration Statement (which shall contain the Proxy Statement) shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Babyuniverse, Inc.), Agreement and Plan of Merger (eToys Direct, Inc.)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect to the Joint Proxy Statement/Prospectus shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (International Microcomputer Software Inc /Ca/), Agreement and Plan of Merger (Digital Creative Development Corp)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose purpose, and no similar proceeding in respect of the Joint Proxy Statement/Prospectus, shall have been initiated or, to the knowledge of Parent or the Company, threatened in writing by the SECSEC that have not been withdrawn.
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Comscore, Inc.), Agreement and Plan of Merger and Reorganization (Rentrak Corp)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings proceeding for that purpose purpose, and no similar proceeding in respect of the Prospectus and/or Proxy Statement, shall have been initiated or, to the knowledge of Parent or the Company, threatened in writing by the SEC.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Precision Therapeutics Inc.), Agreement and Plan of Merger (Precision Therapeutics Inc.)
Effectiveness of the Registration Statement. The SEC shall have declared the Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Proxy Statement/Prospectus shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.;
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Bard C R Inc /Nj/), Agreement and Plan of Merger (McGrath Rentcorp)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No Act and no stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC then be in effect and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent be pending before or the Company, threatened by the SEC.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Rurban Financial Corp), Agreement and Plan of Merger (Rurbanc Data Services Inc)
Effectiveness of the Registration Statement. The Registration Statement shall not have been declared effective by the SEC under the Securities Act. No , or a stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings or a proceeding for that purpose or a similar proceeding in respect thereof shall have been initiated or, to the knowledge of Parent or the Company, threatened in writing by the SEC.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Knowles Corp), Agreement and Plan of Merger (Audience Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared become effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC be in effect, and no proceedings for that purpose shall have been initiated orbe pending or threatened, to the knowledge of Parent or the Company, threatened by the SEC.
Appears in 2 contracts
Samples: Exchange Agreement (Platform Specialty Products Corp), Exchange Agreement (Platform Specialty Products Corp)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent Friede Goldman or the CompanyHalter Marine, threatened by the SEC.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Halter Marine Group Inc), Agreement and Plan of Merger (Friede Goldman International Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Proxy Statement shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.; (b)
Appears in 2 contracts
Samples: Exhibit 2 Agreement and Plan of Merger (Teradyne Inc), Agreement and Plan of Merger And (Megatest Corp)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC SEC, and no proceedings for that purpose shall have been initiated or, to the knowledge Knowledge of Parent or the Company, threatened by the SEC.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Integrated Device Technology Inc), Agreement and Plan of Merger (Integrated Circuit Systems Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Registration Statement or the Information Statement shall have been initiated or, to the knowledge of Parent or the Company, threatened in writing by the SEC.
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Thermage Inc), Agreement and Plan of Merger (Limelight Networks, Inc.)
Effectiveness of the Registration Statement. The Registration ------------------------------------------- Statement shall have been declared effective by the SEC Commission under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC Commission and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SECCommission.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Halliburton Co), Agreement and Plan of Merger (Numar Corp)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared become effective by in accordance with the SEC under provisions of the Securities Act. No Act and no stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC be pending before or threatened and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened be in effect by the SEC.Commission. (b)
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Unitrode Corp), Agreement and Plan of Merger (Unitrode Corp)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened in writing by the SECSEC and not withdrawn.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Firstmerit Corp /Oh/), Agreement and Plan of Merger (Citizens Republic Bancorp, Inc.)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and be in effect and no proceedings Proceeding for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SECbe pending.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Schering Plough Corp), Agreement and Plan of Merger (Merck & Co Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose purpose, and no similar proceeding in respect of the Joint Proxy Statement/Prospectus, shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Entropic Communications Inc), Agreement and Plan of Merger and Reorganization (Maxlinear Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and not concluded or withdrawn, and no proceedings for that purpose and no similar proceeding in respect of the Proxy Statement/Prospectus shall have been initiated or, to the knowledge of Parent or the Company, threatened in writing by the SECSEC and not concluded or withdrawn.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Standard Microsystems Corp), Agreement and Plan of Merger (Conexant Systems Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No effective; no stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated; and no similar proceeding in respect of the Proxy Statement shall have been initiated or, to the knowledge Knowledge of Parent or the Company, threatened by the SEC.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Geltex Pharmaceuticals Inc), Agreement and Plan of Merger (Sunpharm Corporation)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No , and no stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC, and any material Blue Sky Laws and other state securities laws applicable to the registration and qualification of the shares of Parent Common Stock included in the Merger Consideration shall have been complied with in all material respects.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (K2 Inc), Agreement and Plan of Merger (Jarden Corp)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No ; no stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC SEC; and no proceedings for that purpose purpose; and no similar proceeding in respect of the Proxy Statement shall have been initiated or, to the knowledge Knowledge of Parent or the Company, threatened by the SEC.;
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Moviefone Inc), Agreement and Plan of Merger (America Online Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Information Statement/Prospectus shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Access Plans USA, Inc.), Agreement and Plan of Merger (Access Plans Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened in writing by the SECSEC and not have been withdrawn.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Medistem Inc.), Agreement and Plan of Merger (Intrexon Corp)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Joint Proxy Statement/Prospectus shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.; (b)
Appears in 2 contracts
Samples: Agreement and Plan of Merger (American Medical Response Inc), Agreement and Plan of Merger (New Stat Healthcare Inc)
Effectiveness of the Registration Statement. (i) The Registration Statement shall have become effective under the Exchange Act, and (ii) any registration statement filed with the SEC pursuant to Section 7.1(e) shall have been declared effective by the SEC under the Securities Act. No Act and no stop order suspending the effectiveness of the Registration Statement such registration statement shall have been issued by the SEC then be in effect and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent be pending before or the Company, threatened by the SEC.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Rurbanc Data Services Inc), Agreement and Plan of Merger (Rurban Financial Corp)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No ; no stop order suspending the effectiveness of the Registration Statement or the use of the Proxy Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened in writing by the SEC.;
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Regeneration Technologies Inc), Agreement and Plan of Merger (Tutogen Medical Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent Viacom or the CompanyBlockbuster, threatened by the SEC.
Appears in 1 contract
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities 1933 Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge Knowledge of Parent or the CompanyTarget, threatened by the SEC.
Appears in 1 contract
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No , no stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent and not concluded or the Company, threatened by the SECwithdrawn.
Appears in 1 contract
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC SEC, and no proceedings for that purpose and no similar proceeding in respect of the Proxy Statement/Prospectus shall have been initiated or, to the knowledge of Parent or the Company, threatened in writing by the SEC.
Appears in 1 contract
Samples: Agreement and Plan of Merger (On2 Technologies, Inc.)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC Commission under the Securities Act. No , no stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC Commission and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SECCommission.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Pen Interconnect Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent Trikon or the CompanyAviza, threatened in writing (and not abandoned or withdrawn) by the SEC.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Trikon Technologies Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent PMR or the CompanyPSI, threatened by the SEC.
Appears in 1 contract
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Proxy Statement shall have been initiated or, to the knowledge of Parent Vitex or the CompanyPentose, threatened by the SEC.;
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (V I Technologies Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement or any part thereof shall have been issued by the SEC and no proceedings for that purpose purpose, and no similar proceeding in respect of the Proxy Statement, shall have been initiated or, to the knowledge of Parent EAST or the CompanyWEST, threatened by the SEC.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Act Manufacturing Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Proxy Statement shall have been initiated or, to the knowledge of Parent or the CompanyRaven, threatened by the SEC.
Appears in 1 contract
Effectiveness of the Registration Statement. The Registration Statement shall have been declared has become effective by the SEC pursuant to Rule 467(a) under the U.S. Securities Act. No ; no stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC is in effect, and no proceedings Legal Proceedings for that such purpose shall have been initiated are pending before or, to the knowledge of Parent or the CompanyCorporation’s knowledge, threatened by the SEC.
Appears in 1 contract
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Joint Proxy Statement/Prospectus shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.; (b)
Appears in 1 contract
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC, and any material Blue Sky Laws and other state securities laws applicable to the registration and qualification of the shares of Parent Common Stock to be issued in the Merger shall have been complied with.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Highbury Financial Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Proxy Statements shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.;
Appears in 1 contract
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SECSEC and be continuing.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Atrix Laboratories Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall shall, on or prior to the Effective Time, have been initiated or, to the knowledge of Parent the Company or the CompanySeller, threatened by the SEC.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Marshall & Ilsley Corp/Wi/)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Joint Proxy Statement shall have been initiated or, to the knowledge of Parent EPIX or the CompanyPredix, threatened by the SEC.;
Appears in 1 contract
Samples: Agreement and Plan of Merger (EPIX Pharmaceuticals, Inc.)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Company Proxy Statement shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.;
Appears in 1 contract
Samples: Agreement and Plan of Reorganization and Merger (E Tek Dynamics Inc)
Effectiveness of the Registration Statement. The Registration ------------------------------------------- Statement shall have been declared effective by the SEC Commission under the Securities Act. No , no stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC AGREEMENT AND PLAN OF MERGER -45- Commission and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SECCommission.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Aviva Petroleum Inc /Tx/)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.
Appears in 1 contract
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement or any part thereof shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Proxy Statement or Registration Statement shall have been initiated or, to the knowledge of Parent or the Company, threatened in writing by the SEC.
Appears in 1 contract
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC be in effect and no proceedings proceeding for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.
Appears in 1 contract
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings Legal Proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.”
Appears in 1 contract
Samples: Agreement and Plan of Merger (Helios & Matheson Analytics Inc.)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall shall, on or prior to the Effective Time, have been initiated or, to the knowledge of Parent the Buyer or the Company, threatened by the SEC.
Appears in 1 contract
Effectiveness of the Registration Statement. The Registration Statement shall have been declared has become effective by the SEC pursuant to Rule 467(a) under the U.S. Securities Act. No ; no stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC is in effect, and no proceedings for that such purpose shall have been initiated are pending before or, to the knowledge of Parent or the Company’s knowledge, threatened by the SEC.
Appears in 1 contract
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall shall, on or prior to the Effective Time, have been initiated or, to the knowledge of Parent the Acquiror or the Company, threatened by the SEC.
Appears in 1 contract
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent WMS or the Company, threatened by the SEC.. 7.1.2
Appears in 1 contract
Samples: T) Agreement and Plan of Merger (WMS Industries Inc /De/)
Effectiveness of the Registration Statement. The Registration ------------------------------------------- Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.
Appears in 1 contract
Effectiveness of the Registration Statement. The Registration Statement shall have been declared be effective by the SEC under the U.S. Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Registration Statement shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.
Appears in 1 contract
Samples: Combination Agreement (Transaction Systems Architects Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings Legal Proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Helios & Matheson Analytics Inc.)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Home Health Corp of America Inc \Pa\)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by in accordance with the SEC under provisions of the Securities Act. No federal securities laws; no stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC be in effect; and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent be pending before or the Company, threatened by the SEC. Additionally, the shares of the Acquiror Common Stock issuable to the Company stockholders shall have been approved for listing on the NYSE, subject to official notice of issuance.
Appears in 1 contract
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Proxy Statement shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.
Appears in 1 contract
Effectiveness of the Registration Statement. The SEC shall have declared the Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Joint Proxy Statement/Prospectus shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.;
Appears in 1 contract
Samples: Agreement and Plan of Merger (General Semiconductor Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent Zhone or the Company, threatened by the SEC.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Zhone Technologies Inc)
Effectiveness of the Registration Statement. The Registration Statement shall will have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall will have been issued by the SEC and no proceedings for that purpose shall and no similar proceeding in respect of the Proxy Statement will have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.;
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Regado Biosciences Inc)
