Common use of Joint Proxy Statement/Prospectus; Registration Statement Clause in Contracts

Joint Proxy Statement/Prospectus; Registration Statement. As promptly as reasonably practicable after the execution of this Agreement, EVI and GulfMark shall prepare and file with the Commission preliminary proxy materials that shall constitute the Proxy Statement of EVI and GulfMark and the registration statement with respect to the EVI Common Stock to be issued in connection with the Merger (the "Registration Statement"). As promptly as reasonably practicable after final comments are received from and cleared by the Commission on the preliminary proxy materials, EVI and GulfMark shall file with the Commission a combined joint proxy statement and registration statement on Form S-4 (or on such other form as shall be appropriate) relating to the approval and adoption of the Merger and this Agreement by the stockholders of EVI and the stockholders of GulfMark and the issuance by EVI of EVI Common Stock in connection with the Merger and shall use their reasonable efforts to cause the Registration Statement to become effective as soon as practicable. Subject to the terms and conditions set forth in Section 6.2 and the fiduciary obligations of the Board of Directors of EVI with respect to such matters, the Proxy Statement shall contain a statement that the Board of Directors of EVI recommended that the stockholders of EVI approve and adopt the Merger and this Agreement. Subject to the terms and conditions set forth in Section 6.3 and the fiduciary obligations of the Board of Directors of GulfMark with respect to such matters, the Proxy Statement shall contain a statement that the Board of Directors of GulfMark recommended that the stockholders of GulfMark approve and adopt the Merger and this Agreement.

Joint Proxy Statement/Prospectus; Registration Statement. As promptly as reasonably practicable after the execution of this Agreement, EVI and GulfMark Christiana shall prepare and file with the Commission preliminary proxy materials that shall constitute the Proxy Statement of EVI and GulfMark Christiana and the registration statement with respect to the EVI Common Stock to be issued in connection with the Merger (the "Registration Statement"). As promptly as reasonably practicable after final comments are received from and cleared by the Commission on the preliminary proxy materials, EVI and GulfMark Christiana shall file with the Commission a combined joint proxy statement and registration statement on Form S-4 (or on such other form as shall be appropriate) relating to the approval and adoption of the Merger and this Agreement by the stockholders of EVI and the stockholders of GulfMark Christiana and the issuance by EVI of EVI Common Stock in connection with the Merger and shall use their reasonable efforts to cause the Registration Statement to become effective as soon as practicable. Subject to the terms and conditions set forth in Section 6.2 and the fiduciary obligations of the Board of Directors of EVI with respect to such matters, the Proxy Statement shall contain a statement that the Board of Directors of EVI recommended that the stockholders of EVI approve and adopt the Merger and this Agreement. Subject to the terms and conditions set forth in Section 6.3 and the fiduciary obligations of the Board of Directors of GulfMark Christiana with respect to such matters, the Proxy Statement shall contain a statement that the Board of Directors of GulfMark Christiana recommended that the stockholders of GulfMark Christiana approve and adopt the Merger and this Agreement.