Proxy Statement/Prospectus definition
Examples of Proxy Statement/Prospectus in a sentence
Each Stockholder hereby authorizes Parent and the Company to publish and disclose in any announcement or disclosure in connection with the Mergers or otherwise in connection with the Merger Agreement or the Rhino Merger Agreement, including in the Registration Statement, the Proxy Statement/Prospectus and any other filing with any Governmental Body, the Stockholder’s identity and ownership of the Shares and the nature of the Stockholder’s obligations under this Agreement.
Each party agrees to correct any information provided by it for use in the Proxy Statement/Prospectus or the Registration Statement which shall have become false or misleading.
If a party receives comments from the SEC (or the staff of the SEC) or the Canadian Securities Regulators on the Proxy Statement/Prospectus or the Registration Statement, as applicable, each of New Wildlife, Parent and the Company shall use its commercially reasonable efforts to respond as promptly as reasonably practicable to any comments of the SEC (or the staff of the SEC) or the Canadian Securities Regulators with respect to the Proxy Statement/Prospectus or the Registration Statement, as applicable.
Each of New Wildlife, Parent and the Company shall use its commercially reasonable efforts to cause the Registration Statement to be declared effective under the Securities Act, and the Proxy Statement/Prospectus to be cleared by the SEC and its staff under the Securities Act, as promptly as practicable after such filing, and to keep the Registration Statement effective so long as necessary to consummate the Mergers and the Arrangement.
Unless there is a Change in Company Recommendation or a Change in Parent Recommendation, in each case, made in accordance with Section 4.3, the Proxy Statement/Prospectus shall include the Company Board Recommendation and the Parent Board Recommendation in any iteration of the Proxy Statement/Prospectus filed in preliminary or definitive form.