INFORMATION STATEMENT; REGEN STOCKHOLDER APPROVAL. As soon as practicable after the execution of this Agreement, ReGen shall prepare, with the cooperation of Aros, an information statement for ReGen stockholders to approve this Agreement, the certificate of merger contemplated hereby and the transactions contemplated hereby and thereby (the "Information Statement"). The Information Statement shall include a disclosure document for the offer and issuance of the shares of Aros Issuable Stock to be received by the holders of ReGen Exchangeable Stock in the Merger. Aros and ReGen shall each use commercially reasonable efforts to cause the Information Statement to comply with applicable federal and state securities laws requirements. Each of Aros and ReGen agrees to provide promptly to the other such information concerning its business and financial statements and affairs as, in the reasonable judgment of the providing party or its counsel, may be required or appropriate for inclusion in the Information Statement, or in any amendments or supplements thereto, and to cause its counsel and auditors to cooperate with the other's counsel and auditors in the preparation of the Information Statement. ReGen will promptly advise Aros, and Aros will promptly advise ReGen, in writing if at any time prior to the Effective Time either ReGen or Aros shall obtain knowledge of any facts that might make it necessary or appropriate to amend or supplement the Information Statement in order to make the statements contained or incorporated by reference therein not misleading or to comply with applicable law. The Information Statement shall contain the recommendation of the Board of Directors of ReGen that ReGen stockholders approve the Merger and this Agreement and the conclusion of the Board of Directors that the terms and conditions of the Merger are fair and advisable to and in the best interests of the ReGen stockholders. Anything to the contrary contained in this Agreement notwithstanding, ReGen shall not include in the Information Statement any information with respect to Aros or its affiliates or associates, the form and content of which information shall not have been approved by Aros prior to such inclusion, which approval shall not be unreasonably withheld.
