Common use of Proxy Statement/Prospectus Filing, SEC Filings and Special Meeting Clause in Contracts

Proxy Statement/Prospectus Filing, SEC Filings and Special Meeting. (a) Pantheon shall cause a meeting of its stockholders (the “Pantheon Stockholders Meeting”) to be duly called and held as soon as reasonably practicable for the purpose of voting on the adoption and approval of, among others, this Agreement and the Transactions contemplated thereby. The board of directors of Pantheon shall recommend to its stockholders that they vote in favor of the adoption of such matters. In connection with the Pantheon Stockholders Meeting, Pantheon (a) shall use commercially reasonable efforts to file with the SEC as promptly as practicable the Proxy Statement/Prospectus, (b) upon receipt of approval from the SEC, will mail to its stockholders the Proxy Statement/Prospectus and other proxy materials, (c) will use commercially reasonable efforts to obtain the necessary approvals by its stockholders of this Agreement and the Transactions contemplated hereby, and (d) will otherwise comply with all Legal Requirements applicable to the Pantheon Stockholders Meeting.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Pantheon Arizona Corp.), Agreement and Plan of Merger (Pantheon China Acquisition Corp.), Agreement and Plan of Merger (China Cord Blood Corp)

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Proxy Statement/Prospectus Filing, SEC Filings and Special Meeting. (a) Pantheon Ideation shall cause a meeting of its stockholders (the “Pantheon Stockholders Stockholders’ Meeting”) to be duly called and held as soon as reasonably practicable for the purpose of voting on the adoption and approval of, among others, this Agreement and the Transactions contemplated thereby. The board of directors of Pantheon Subject to its fiduciary duties, the Ideation Board shall recommend to its stockholders that they vote in favor of the adoption of such matters. In connection with the Pantheon Stockholders Stockholders’ Meeting, Pantheon Ideation (a) shall will use commercially reasonable efforts to file with the SEC as promptly as practicable the Proxy Statement/Prospectus, which shall serve as a proxy statement pursuant to Section 14(a), Regulation 14A, and Schedule 14A under the Exchange Act and the Form S-4 Registration Statement and all other proxy materials for such meeting, (b) upon receipt of approval from the SEC, will mail to its stockholders the Proxy Statement/Prospectus and other proxy materials, (c) will use commercially reasonable efforts to obtain the necessary approvals by its stockholders of this Agreement and the Transactions contemplated herebyhereby under applicable Legal Requirements (the “Stockholder Approval”), and (d) will otherwise comply with all Legal Requirements applicable to the Pantheon Stockholders Stockholders’ Meeting.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Id Arizona Corp.)

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