Joint Proxy Statement/Prospectus definition

Joint Proxy Statement/Prospectus has the meaning set forth in Section 6.1(a).

Joint Proxy Statement/Prospectus means the joint proxy statement/prospectus to be sent to the Company’s stockholders in connection with the Company Stockholders’ Meeting and to Parent’s stockholders in connection with the Parent Stockholders’ Meeting.

Joint Proxy Statement/Prospectus shall have the meaning set forth in Section 4.1(d)(iii).

Examples of Joint Proxy Statement/Prospectus in a sentence

• The Company and Parent shall use its reasonable best efforts to cause the Joint Proxy Statement/Prospectus to be mailed to its respective stockholders or shareholders, as the case may be, as promptly as practicable after the Registration Statement becomes effective.

• Subject to Section 6.03, the Joint Proxy Statement/Prospectus shall include the recommendation of the Board of Directors of the Company in favor of approval and adoption of this Agreement and the Merger and the recommendation of the Board of Directors of Parent in favor of approval of the Parent Stock Issuance.

• Each of the Company and Parent shall use its reasonable best efforts to ensure that the Registration Statement and the Joint Proxy Statement/Prospectus comply as to form in all material respects with the rules and regulations promulgated by the SEC under the 1933 Act and the 1934 Act, respectively.

• The representations and warranties contained in this Section 4.09 will not apply to statements or omissions included or incorporated by reference in the Registration Statement or Joint Proxy Statement/Prospectus based upon information furnished by Parent or Merger Subsidiary or any of their respective representatives or advisors in writing specifically for use or incorporation by reference therein.

• The representations and warranties contained in this Section 5.09 will not apply to statements or omissions included or incorporated by reference in the Registration Statement or Joint Proxy Statement/Prospectus based upon information furnished by the Company or any of its representatives or advisors in writing specifically for use or incorporation by reference therein.

More Definitions of Joint Proxy Statement/Prospectus

Joint Proxy Statement/Prospectus has the meaning set forth in Section 3.4.

Joint Proxy Statement/Prospectus shall have the meaning set forth in Section 8.2.1.

Joint Proxy Statement/Prospectus means the proxy statement and prospectus and other proxy solicitation materials constituting a part of them, together with any amendments and supplements, to be delivered to Company stockholders and Buyer shareholders in connection with the solicitation of their approval of this Agreement.

Joint Proxy Statement/Prospectus shall have the meaning as set forth in Section 4.2(c) of the Agreement.

Joint Proxy Statement/Prospectus means a Joint Proxy Statement/Prospectus of Parent and the Company and prospectus of Parent to be sent to the stockholders of Parent and the stockholders of the Company (together with any amendments or supplements thereto) in connection with the Merger, the Company Stockholder Proposals and the Parent Stockholder Proposals.

Joint Proxy Statement/Prospectus means a proxy statement to be filed with the SEC for the purpose of obtaining the Company Stockholder Approval at the Company Stockholders’ Meeting and the Parent Stockholder Approval at the Parent Stockholders’ Meeting, as amended or supplemented from time to time.

Joint Proxy Statement/Prospectus shall have the meaning ascribed to such term in Section 7.02(a). "Joint Proxy Statement" shall have the meaning ascribed to such term in Section 7.02(a).