Proxy Statement/Registration Statement definition
Examples of Proxy Statement/Registration Statement in a sentence
Each of Acquiror and the Company shall use its commercially reasonable efforts to cause the Proxy Statement/Registration Statement and any amendment or supplement thereto to comply with the rules and regulations promulgated by the SEC, to have the Registration Statement declared effective under the Securities Act as promptly as practicable after such filing and to keep the Registration Statement effective as long as is necessary to consummate the transactions contemplated hereby.
The Company and its counsel shall be given a reasonable opportunity to review and comment on the Proxy Statement/Registration Statement and any Offer Document each time before any such document is filed with the SEC, and Acquiror shall give reasonable and good faith consideration to any comments made by the Company and its counsel.
Acquiror and the Company will cause the Proxy Statement/Registration Statement to be mailed to the Acquiror Shareholders in each case promptly after the Registration Statement is declared effective under the Securities Act.
The Parties shall (and shall cause each of its Subsidiaries and Affiliates to) reasonably cooperate in good faith with each other and their respective counsel to document and support the Intended Tax Treatment, including providing reasonable and customary factual support letters in connection with the filing of Proxy Statement/Registration Statement.
Acquiror shall not file any supplement or amendment to the Proxy Statement/Registration Statement or any Offer Documents without the Company’s prior written consent (which consent shall not be unreasonably withheld, conditioned or delayed).