Joint Disclosure Document definition

Joint Disclosure Document means the disclosure document combining the Prospectus and the Definitive Target Proxy Materials.
Sample 1Sample 2
Joint Disclosure Document means the disclosure document combining the Confidential Private Placement Memorandum and the Definitive Proxy Materials.
Sample 1Sample 2Sample 3
Joint Disclosure Document means the disclosure document combining the Prospectus and the Definitive Proxy Materials. "KEC-NJ" means Xxxxxxxxxxx Electric Company, Inc., a New Jersey corporation.
Sample 1Sample 2

Examples of Joint Disclosure Document in a sentence

  • The Target will mail the Joint Disclosure Document to its stockholders as soon as practicable.

  • Not later than the tenth Business Day following the mailing of the Joint Disclosure Document, the Company shall deliver to AAC, after consultation with legal counsel, a list of the names and addresses of those persons it deems to be "Affiliates" of the Company within the meaning of Rule 145 promulgated under the Securities Act and a letter, substantially in the form attached hereto as Exhibit D, restricting the disposition of shares retained by such Affiliate as part of the Merger Consideration.

  • The Parties will mail the Joint Disclosure Document to their respective stockholders simultaneously and as soon as reasonably practicable.

  • When the Joint Disclosure Document is mailed to Shareholders, the Company shall also concurrently give notice to all of the holders of the Company Convertible Debentures that the Company will repay all of its indebtedness under the Company Convertible Debentures at Closing.

  • The Joint Disclosure Document will contain the affirmative recommendation of the board of directors of the Target in favor of the adoption of this Agreement and the approval of the Merger; provided, however, that no director or officer of the Target shall be required to violate any fiduciary duty or other requirement imposed by law in connection therewith.

  • None of the information that Papyrus will supply specifically for use in the Joint Disclosure Document will contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements made therein, in the light of the circumstances under which they will be made, not misleading.

  • Once the preliminary proxy statement has been cleared by the SEC and the Registration Statement has been declared effective, the Company shall call a special meeting of the Shareholders (the "Shareholders Meeting") to be held as soon as practicable for the purpose of obtaining Shareholder Approval and shall mail the Joint Disclosure Document to the Company's Shareholders.

  • The Joint Disclosure Document will contain the affirmative recommendations of the respective boards of directors of the Parties in favor of the adoption of this Agreement and the approval of the Merger; provided, however, that no director or officer of either Party shall be required to violate any fiduciary duty or other requirement imposed by law in connection therewith.

  • AAC will deliver to the Company on or before the date the Joint Disclosure Document is mailed to the Stockholders of the Company a letter from its accountants, Coopers & Xxxxxxx, LLP, stating its conclusions as to the accuracy of certain information derived from the financial records of AAC and contained in the Joint Disclosure Document (the "AAC Comfort Letter").

  • The Company will deliver to AAC on or before the date the Joint Disclosure Document is mailed to the Company Stockholders a letter from its accountants, Coopers & Xxxxxxx, L.L.P. stating its conclusions as to the accuracy of certain information derived from the financial records from the Company and its Subsidiaries and contained in the Joint Disclosure Document (the "Company Comfort Letter").


More Definitions of Joint Disclosure Document

Joint Disclosure Document means the disclosure document combining the Definitive Parent Proxy Materials and the Definitive Company Proxy Materials.
Sample 1Sample 2
Joint Disclosure Document means the disclosure document combining (i) the definitive proxy statement for the Shareholders Meeting and (ii) the final prospectus relating to the registration of the Parent Notes under the Securities Act. Judgment Satisfaction Payment is defined in Section 7.7(a).
Sample 1Sample 2
Joint Disclosure Document means the disclosure document combining the Prospectus, the Definitive PNSO Proxy Materials, and the Definitive Visijet Information Statement.
Sample 1
Joint Disclosure Document means the disclosure document combining the Prospectus, the Definitive Buyer Proxy Materials, and the Definitive Target Proxy Materials.
Sample 1
Joint Disclosure Document means the disclosure document combining the Prospectus, the Definitive Acorn Proxy Materials, and the Definitive Lumen Proxy Materials.
Sample 1
Joint Disclosure Document means the Company SPA including the Exhibits and Schedules thereto and the filings made by Parent with the United States Securities and Exchange Commission through the date of this Agreement.
Sample 1

Related to Joint Disclosure Document

  • Disclosure Document means any registration statement (including the Form 10) filed with the SEC by or on behalf of any Party or any member of its Group, and also includes any information statement (including the Information Statement), prospectus, offering memorandum, offering circular, periodic report or similar disclosure document, whether or not filed with the SEC or any other Governmental Authority, in each case that describes the Separation or the Distribution or the SpinCo Group or primarily relates to the transactions contemplated hereby.

  • Subsequent Disclosure Documents means any financial statements, management’s discussion and analysis, information circulars, annual information forms, material change reports (other than confidential material change reports), business acquisition reports or other documents issued by the Corporation after the Execution Time which are, or are deemed to be, pursuant to applicable Securities Laws, incorporated by reference into the Final Prospectuses or any Prospectus Amendment;

  • Disclosure Documents is defined in Section 5.3.

  • Company Disclosure Documents is defined in Section 3.4(g) of the Agreement.

  • Public Disclosure Documents means, collectively, all of the documents which have been filed by or on behalf of the Purchaser in the 24 months prior to the date hereof with the relevant Securities Regulators pursuant to the requirements of Securities Laws and filed on SEDAR at xxx.xxxxx.xxx;

  • Parent Disclosure Letter means the disclosure letter delivered by Parent to the Company simultaneously with the execution of this Agreement.

  • Confidential Information Memorandum means the Confidential Information Memorandum of the Borrower dated December 2010 delivered to the Lenders in connection with this Agreement.

  • Parent Disclosure Schedule means the disclosure schedule dated the date hereof regarding this Agreement that has been provided by Parent to the Company.

  • Continuing Disclosure Agreement means the Continuing Disclosure Agreement, as it may be modified from the form on file with the Clerk of Council and signed by the Mayor and the Fiscal Officer in accordance with Section 6, which shall constitute the continuing disclosure agreement made by the City for the benefit of holders and beneficial owners of the Bonds in accordance with the Rule.

  • Buyer Disclosure Letter means the letter, dated as of the date hereof, delivered by Buyer to Seller prior to the execution of this Agreement and identified as the Buyer Disclosure Letter.

  • information document means the document set out in Annex I or Annex III, or in the corresponding Annex to a separate directive, or regulation, that prescribes the information to be supplied by an applicant, it being permissible to supply the information document in the form of an electronic file;

  • Purchaser Disclosure Letter means the disclosure letter delivered by the Purchaser to the Company at the time of execution hereof.

  • Seller Disclosure Letter means the letter, dated as of the date hereof, delivered by Seller to Buyer prior to the execution of this Agreement and identified as the Seller Disclosure Letter.

  • Public Filings has the meaning set forth in Section 6.1(c).

  • Buyer Disclosure Schedules means the disclosure schedules of the Buyer, dated as of the date hereof, accompanying this Agreement.

  • Disclosed Information means the information disclosed by a Party for the purpose of settlement, negotiation, Mediation or Arbitration;

  • SEC Filings has the meaning set forth in Section 4.6.

  • Disclosure Memorandum means the set of numbered schedules referencing Sections of this Agreement delivered by Seller and dated of even date herewith, as supplemented by new or amended schedules delivered by Seller prior to the Closing.

  • Seller Disclosure Schedules means those certain Seller Disclosure Schedules dated as of the date of this Agreement, provided by Seller to Purchaser.

  • Continuing Disclosure Undertaking means the Continuing Disclosure Undertaking of the Issuer, in substantially the form attached hereto as Exhibit 1, dated the Closing Date, for the purpose of providing continuing disclosure information under Rule 15c2-12 adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934, as may be amended from time to time.

  • Data Room Information means the information and documents listed in the index of documents contained in the Data Site attached to the Company Disclosure Letter;

  • Adverse Disclosure means any public disclosure of material non-public information, which disclosure, in the good faith judgment of the Chief Executive Officer or principal financial officer of the Company, after consultation with counsel to the Company, (i) would be required to be made in any Registration Statement or Prospectus in order for the applicable Registration Statement or Prospectus not to contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements contained therein (in the case of any prospectus and any preliminary prospectus, in the light of the circumstances under which they were made) not misleading, (ii) would not be required to be made at such time if the Registration Statement were not being filed, and (iii) the Company has a bona fide business purpose for not making such information public.

  • Buyer Disclosure Schedule means the disclosure schedule dated as of the date hereof delivered by Buyer to Seller in connection with the execution and delivery of this Agreement.

  • Purchaser Disclosure Schedule means the disclosure schedule of Purchaser delivered to Seller in connection with the execution and delivery of this Agreement.