Reorganization. The Company has not taken any action and is not aware of any fact or circumstance that could reasonably be expected to prevent the Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.
Appears in 16 contracts
Samples: Agreement and Plan of Merger (People's United Financial, Inc.), Agreement and Plan of Merger (People's United Financial, Inc.), Agreement and Plan of Merger (Bok Financial Corp Et Al)
Reorganization. The Company has not taken or agreed to take any action action, and is not aware of any fact or circumstance circumstance, that would prevent or impede, or could reasonably be expected to prevent or impede, the Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.
Appears in 12 contracts
Samples: Agreement and Plan of Merger (Huntington Bancshares Inc/Md), Agreement and Plan of Merger (Emclaire Financial Corp), Agreement and Plan of Merger (Farmers National Banc Corp /Oh/)
Reorganization. The Company has not taken any action and is not aware of any fact or circumstance that could reasonably be expected to prevent the Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Royal Bank of Canada), Agreement and Plan of Merger (City National Corp), Agreement and Plan of Merger (Privatebancorp, Inc)
Reorganization. The Company has not taken or agreed to take any action action, and is not aware of any fact or circumstance circumstance, that would prevent or impede, or could reasonably be expected to prevent or impede, the Merger Mergers, taken together, from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Columbia Banking System Inc), Agreement and Plan of Merger (Bank of Commerce Holdings), Agreement and Plan of Merger (Bank of Commerce Holdings)
Reorganization. The Company has not taken any action and is not aware of the existence of any fact or circumstance that could reasonably be expected to prevent or impede the Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Old National Bancorp /In/), Agreement and Plan of Merger (State Bank Financial Corp), Agreement and Plan of Merger (CapStar Financial Holdings, Inc.)
Reorganization. The Company has not taken any action action, other than pursuant to the terms of and is not aware in accordance with this Agreement, nor does it know of any fact or circumstance that could reasonably be expected to prevent the Merger Mergers from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.
Appears in 4 contracts
Samples: Agreement and Plan of Merger and Reorganization (Aevi Genomic Medicine, Inc.), Agreement and Plan of Merger and Reorganization (Aevi Genomic Medicine, Inc.), Agreement and Plan of Merger and Reorganization (Cerecor Inc.)
Reorganization. The Company has not taken any action and is not aware of any fact or circumstance that could reasonably be expected to prevent the Merger from qualifying as a “"reorganization” " within the meaning of Section 368(a) of the Code.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Capital Bank Financial Corp.), Agreement and Plan of Merger (First Connecticut Bancorp, Inc.), Agreement and Plan of Merger (Cobiz Financial Inc)
Reorganization. The Company has not taken or agreed to take any action action, and is not aware of any fact or circumstance circumstance, that would prevent or impede, or could reasonably be expected to prevent or impede, the Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Freeport McMoran Copper & Gold Inc), Noncompetition and Nonsolicitation Agreement (CVB Financial Corp), Agreement and Plan of Merger (Plains Exploration & Production Co)
Reorganization. The Company has not taken or agreed to take any action action, and is not aware aware, after reasonable diligence, of the existence of any fact or circumstance that could reasonably be expected to prevent or impede the Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Hess Corp), Agreement and Plan of Merger (Hess Corp), Agreement and Plan of Merger (Chevron Corp)
Reorganization. The Company has not taken or agreed to take any action action, and is not aware aware, after reasonable diligence, of the existence of any fact or circumstance circumstance, that could reasonably be expected to prevent or impede the Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Noble Energy Inc), Agreement and Plan of Merger (Noble Energy Inc)
Reorganization. The Company has not taken any action and is not aware of the existence of any fact or circumstance that could reasonably be expected to prevent or impede the Merger Combination from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Anadarko Petroleum Corp), Agreement and Plan of Merger (Chevron Corp)
Reorganization. The Company has not taken any action and is not aware of the existence of any fact or circumstance that could reasonably be expected to prevent or impede the Merger and the Upstream Merger, taken together, from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Franklin Financial Network Inc.), Agreement and Plan of Merger (FB Financial Corp)
Reorganization. The Company has and its Subsidiaries have not taken or agreed to take any action action, and is are not aware of any fact or circumstance circumstance, that would prevent or impede, or could reasonably be expected to prevent or impede, the Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Carrizo Oil & Gas Inc), Agreement and Plan of Merger (Callon Petroleum Co)
Reorganization. The Company has not taken or agreed to take any action action, and is not aware of any fact or circumstance circumstance, that would prevent or impede, or could reasonably be expected to prevent or impede, the Merger Mergers, taken together, from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (West Coast Bancorp /New/Or/), Agreement and Plan of Merger (Columbia Banking System Inc)
Reorganization. The Company has not taken any action and is not aware of the existence of any fact or circumstance that could reasonably be expected to prevent or impede the Merger and the Upstream Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (FCB Financial Holdings, Inc.), Agreement and Plan of Merger (Synovus Financial Corp)
Reorganization. The Company has not taken any action and is not aware of any fact or circumstance that could reasonably be expected to prevent the Merger Mergers, taken together, from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (First Horizon National Corp), Agreement and Plan of Merger (Capital Bank Financial Corp.)
Reorganization. The Company has not taken any action and nor, to the knowledge of the Company, is not aware of there any fact or circumstance that could would reasonably be expected likely to prevent the Merger Merger, taken together, from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (First Data Corp), Agreement and Plan of Merger (Fiserv Inc)
Reorganization. The As of the date hereof, the Company has does not taken have any action and is not aware knowledge of any fact or circumstance that could is reasonably be expected likely to prevent the Merger from qualifying as a “reorganization” within the meaning of Section reorganization described in section 368(a) of the Code.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Walt Disney Co/)
Reorganization. The Company has not taken any action and is not aware of any fact or circumstance that could reasonably be expected to prevent the Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.. 3.23
Appears in 1 contract
Reorganization. The Company has not taken any action and is not aware of any fact or circumstance that could reasonably be expected to prevent the Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.. 3.24
Appears in 1 contract
Samples: Version Agreement (Cascade Bancorp)
Reorganization. The Company has not taken any action and is not aware of any fact or circumstance that could reasonably be expected likely to prevent the Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Mb Financial Inc /Md)
Reorganization. The Company has not taken or agreed to take any action action, and is not aware of any fact or circumstance circumstance, that would prevent or impede, or could reasonably be expected to prevent or impede, the First Merger and the Subsequent Merger, taken together, from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Pacific Continental Corp)
Reorganization. The Company has not taken taken, or agreed to take, any action action, and is not aware of any fact or circumstance circumstance, that would prevent or impede, or could reasonably be expected to prevent or impede, the Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Chesapeake Utilities Corp)
Reorganization. The Company has not taken any action and is not aware of any fact or circumstance that could reasonably be expected to prevent the Merger from qualifying as a “"reorganization” " within the meaning of Section 368(a) of the Code.. 3.23
Appears in 1 contract
Samples: Agreement and Plan of Merger (Astoria Financial Corp)
Reorganization. The Company has not taken any action and is not aware of any fact or circumstance that could reasonably be expected to prevent the Merger and the Subsequent Merger from qualifying being treated as a single integrated transaction that will qualify as a “reorganization” within the meaning of Section 368(a) of the Code.
Appears in 1 contract
Reorganization. The Company has not taken any action and is not aware has no knowledge of any fact or circumstance that could reasonably be expected to prevent the Merger and the Holdco Merger, taken together, from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.
Appears in 1 contract
Samples: Agreement and Plan of Merger (People's United Financial, Inc.)
Reorganization. The Company has not taken any action and is not action, nor aware of any fact or circumstance fact, that could reasonably be expected to prevent would jeopardize the qualification of the Merger from qualifying as a “reorganization” within the meaning of tax-free reorganization under Section 368(a368(a)(1)(A) of the Code.
Appears in 1 contract
Reorganization. The Company has not taken any action and is not aware nor does it know of any fact or circumstance that could reasonably be expected to prevent the Merger Mergers from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Avalo Therapeutics, Inc.)
Reorganization. The Company has not taken or agreed to take any action action, has not failed to take any action, and is does not aware know of any fact fact, agreement, plan or circumstance other circumstances that could reasonably be expected to prevent the Merger from qualifying as a “reorganization” within the meaning of Section 368(a) of the Code.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Lakeland Bancorp Inc)
