Section 16 of the Exchange Act. Prior to the Closing, the board of directors of PubCo, or an appropriate committee of non-employee directors thereof, shall adopt a resolution consistent with the interpretive guidance of the SEC so that the acquisition of PubCo Common Stock pursuant to this Agreement by any officer or director of the Group Companies who is expected to become a “covered person” of PubCo for purposes of Section 16 of the Exchange Act and the rules and regulations thereunder (“Section 16”) shall be an exempt transaction for purposes of Xxxxxxx 00.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Conyers Park Acquisition Corp.)
Section 16 of the Exchange Act. Prior to the First Closing, the board of directors of PubCoPubco, or an appropriate committee of non-employee nonemployee directors thereof, shall adopt a resolution consistent with the interpretive interpretative guidance of the SEC so that the acquisition of PubCo Common Stock Pubco Securities pursuant to this Agreement by any officer or director of the Group Companies Purchaser or Company who is expected to become a “covered person” of PubCo Pubco for purposes of Section 16 of the Exchange Act and the rules and regulations thereunder (“Section 16”) shall be an exempt transaction for purposes of Xxxxxxx 00Section 16.
Appears in 1 contract
Samples: Business Combination Agreement (Alussa Energy Acquisition Corp.)
Section 16 of the Exchange Act. Prior to the Closing, the board of directors of PubCo, or an appropriate committee of non-employee directors thereof, shall adopt a resolution consistent with the interpretive guidance of the SEC so that the acquisition of PubCo Common Stock and the PubCo Rollover Equity pursuant to this Agreement by any officer or director of the Group Companies who is expected to become a “covered person” of PubCo for purposes of Section 16 of the Exchange Act and the rules and regulations thereunder (“Section 16”) shall be an exempt transaction for purposes of Xxxxxxx 00Section 16.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Federal Street Acquisition Corp.)
Section 16 of the Exchange Act. Prior to the Closing, the board of directors of PubCo, or an appropriate committee of non-employee directors thereof, shall adopt a resolution consistent with the interpretive guidance of the SEC so that the acquisition of PubCo Common Stock Share pursuant to this Agreement by any officer or director of the Group Companies who is expected to become a “covered person” of PubCo for purposes of Section 16 of the Exchange Act and the rules and regulations thereunder (“Section 16”) shall be an exempt transaction for purposes of Xxxxxxx 00Section 16.
Appears in 1 contract
Samples: Business Transaction Agreement (Modern Media Acquisition Corp.)