Company Reports definition

Company Reports has the meaning set forth in Section 3.08(a).

Company Reports shall have the meaning set forth in Section 3.01(g)(i).

Company Reports has the meaning set forth in Section 4.5(a) hereof.

Examples of Company Reports in a sentence

• Marcum Axxx XXAs LLP (“Marcum Axxx”), who has certified certain financial statements and related schedules included or incorporated by reference in the Company Reports, is an independent registered public accounting firm as required by the Securities Act and the Exchange Act and the rules and regulations thereunder and the Public Company Accounting Oversight Board (United States).

• Except as disclosed in Company Reports or Section 4.10 of the Company Disclosure Letter and except as contemplated by this Agreement, the Divestiture Agreement and the Merger Agreement, since December 31, 2022, there has not been any Material Adverse Effect.

• Except as set forth in the Company Reports and Section 4.6 of the Company Disclosure Letter, the share incentive awards that may be issued from time to time under the Company’s Share Incentive Plans and the issuance of the Merger Consideration (as defined in the Merger Agreement) as contemplated by the Merger Agreement, the Company has no shares reserved for issuance, with the exception of the shares authorized for issuance in connection with the Notes to be issued pursuant hereto.

• Except as set forth in the Company Reports, neither the Company, its Subsidiaries nor any of the Company’s or its Subsidiaries’ officers, directors or affiliates has taken or will take, directly or indirectly, any action designed or intended to stabilize or manipulate the price of any security of the Company, or which caused or resulted in, or which would in the future reasonably be expected to cause or result in, stabilization or manipulation of the price of any security of the Company.

• Since the Evaluation Date and except as disclosed in the Company Reports, there have been no material changes in the Company’s internal controls (as such term is defined in the rules of the SEC under the Exchange Act) or, to the Company’s Knowledge, in other factors that could affect the Company’s internal controls.

More Definitions of Company Reports

Company Reports has the meaning set forth in Section 3.1(kk).

Company Reports means all forms, reports, statements, information and other documents (as supplemented and amended since the time of filing) filed or required to be filed by the Company with the SEC since December 31, 2005.

Company Reports shall have the meaning specified in Section 4.1.

Company Reports means, collectively, each registration statement, report, proxy statement or information statement filed with the Securities and Exchange Commission (the "SEC") since January 1, 1999, in the form (including exhibits, annexes and any amendments thereto) filed with the SEC. As of their respective dates, the Company Reports complied in all material respects with the requirements of the Securities Act and the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances in which they were made, not misleading. Nothing has occurred since February 14, 2003 (the date of filing of the Company's Form 10-Q reporting the period ending December 31, 2002) which would require the filing of any additional report or of any amendment to any of the Company Reports with the SEC, or which would cause any of the Company Reports to contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances in which they were made, not misleading.

Company Reports means the reports, forms, proxy statements, prospectuses, registration statements and other statements, certifications and documents that are required to be or are otherwise filed with or furnished to the SEC pursuant to the Exchange Act or the Securities Act by the Company, including notes, exhibits and schedules thereto and all other information incorporated by reference and any amendments and supplements thereto.

Company Reports has the meaning assigned to such term in Section 5.5(a).

Company Reports shall have the meaning set forth in Section 5.1(e)(i).