Public Announcement and SEC Filing. (a) The Company shall file promptly a Form 8-K reporting entry into this Agreement (the “Form 8-K”) and appending or incorporating by reference this Agreement as an exhibit thereto.
Public Announcement and SEC Filing. (a) The Stockholder Group and the Company shall announce this Agreement by means of a joint press release in the form attached hereto as Exhibit B (the “Press Release”) to be issued before 9:00 a.m., New York City time, on April 9, 2015. Any public statement or comment by the Company or the Stockholder Group regarding this Agreement or the matters addressed herein shall be consistent with the Press Release.
Public Announcement and SEC Filing. The Company and the Okumus Group shall announce this Agreement and the material terms hereof by means of a joint press release in the form attached as Exhibit A hereto as soon as practicable on or after the date of this Agreement (the “Press Release”). The Okumus Group shall promptly, but in no case prior to the date of the filing or other public release of the Press Release by the Company, prepare and file an amendment (the “13D Amendment”) to the Okumus Group’s Schedule 13D with respect to the Company filed with the SEC on December 9, 2014, reporting the entry into this Agreement and amending applicable items to conform to its obligations hereunder. The 13D Amendment shall be consistent with the Press Release and the terms of this Agreement. The Okumus Group shall provide the Company with a reasonable opportunity to review and comment upon the 13D Amendment prior to filing, and shall consider in good faith any changes proposed by the Company. The Okumus Group shall not, and shall cause each Okumus Affiliate not to, (i) issue a press release (other than the Press Release) in connection with this Agreement or the actions contemplated hereby or (ii) otherwise make any public disclosure, statement, comment or announcement with respect to this Agreement or the actions contemplated hereby.
Public Announcement and SEC Filing. (a) The Company shall announce this Agreement and the material terms hereof by means of a press release in the form attached hereto as Exhibit A as soon as practicable on or after the date hereof.
Public Announcement and SEC Filing. (a) (i) No later than the next business day following the execution of this Agreement, the Company shall issue the press release in the form attached hereto as Exhibit B (the “Press Release”), and (ii) file promptly thereafter a Form 8-K reporting entry into this Agreement and appending or incorporating by reference this Agreement as an exhibit thereto. The Xxxxxxxxxxx Group shall promptly file an amendment to its Schedule 13D with respect to the Company filed by the Xxxxxxxxxxx Group with the SEC on February 6, 2014, reporting the entry into this Agreement, amending applicable items to conform to its obligations hereunder, consistent with the Press Release and appending or incorporating by reference this Agreement as an exhibit thereto.
Public Announcement and SEC Filing. Not later than 9:00 a.m., New York City time, on the first Nasdaq trading day after the date of this Agreement, the Company will disclose to the public the material terms of the transactions that are the subject of this Agreement (whether in a press release or a filing with the SEC). Not later than four business days after the Closing Date, the Company will file with the SEC a Report on Form 8-K containing the required information regarding those transactions.
Public Announcement and SEC Filing. The Company shall announce the share repurchase under the Repurchase Agreement by means of a press release in the form attached as Exhibit A as soon as practicable on or after the date of this Amendment (the “Press Release”). The Corvex Group shall promptly, but in no case prior to the date of the filing or other public release of the Press Release by the Company, prepare and file an amendment (the “13D Amendment”) to the Corvex Group’s Schedule 13D with respect to the Company filed with the SEC on October 25, 2012, as amended by Amendment No. 1 thereto filed with the SEC on December 17, 2013, reporting the entry into the Repurchase Agreement and amending applicable items to describe the Agreement (as amended hereby) and the Repurchase Agreement. The 13D Amendment shall be consistent with the Press Release and the terms of the Agreement (as amended hereby) and the Repurchase Agreement. The Corvex Group and the Corvex Affiliates shall provide the Company with reasonable opportunity to review and comment upon the 13D Amendment prior to filing, and shall consider in good faith any changes proposed by the Company. None of the Designee, the members of the Corvex Group or any Corvex Affiliates shall issue a press release in connection with this Amendment, the Agreement or the Repurchase Agreement or the actions contemplated hereby or thereby. Neither the Company nor the Corvex Group shall make any public statements (including in any filing with the SEC, any regulatory or governmental agency or any stock exchange) that are inconsistent with, or otherwise contrary to, the statements in the Press Release.
Public Announcement and SEC Filing. (a) (i) On January 14, 2014, the Company shall issue a press release (the “Press Release”) in form and substance reasonably acceptable to the Potomac Group regarding the appointment of the Potomac Designees and the matters contemplated herein and (ii) file promptly thereafter a Form 8-K reporting entry into this Agreement and appending or incorporating by reference this Agreement as an exhibit thereto. The Potomac Group shall promptly, but in no case prior to the issuance of the Press Release, file an amendment to its Schedule 13D with respect to the Company filed by the Potomac Group with the SEC on December 4, 2013 (the “Potomac Schedule 13D”), reporting the entry into this Agreement and amending applicable items to conform to its obligations hereunder, consistent with the Press Release.
Public Announcement and SEC Filing. (a) The Company shall announce this Agreement by means of a press release in the form attached hereto as Exhibit B (the “Press Release”) as soon as practicable and in coordination with the Blue Harbour Parties. Any public statement or comment by the Company or any Blue Harbour Party regarding this Agreement or the matters addressed herein shall be consistent with the Press Release.
Public Announcement and SEC Filing. (a) Promptly as practicable following the execution of this Agreement, the Company and Sherborne shall issue a joint press release in the form attached to this Agreement as Exhibit A. The Company will also file with the SEC a Form 8-K reporting its entry into this Agreement. The Company will give Sherborne the opportunity to review and comment on disclosure regarding this Agreement and related matters contained in the Form 8-K and any exhibits thereto prior to filing it.
