Accounting Treatment. For accounting purposes, the Merger is intended to be treated as a "purchase."
Accounting Treatment. The Depositor hereby authorizes and directs the Securities Administrator to adopt, on behalf of the Trust, Statement of Financial Accounting Standard No. 155, Accounting for Certain Hybrid Financial Instruments an amendment of FASB Statements No. 133 and 140 and to reflect those assets meeting the requirements of this standard at fair value for purposes of reporting financial information in accordance with U.S. Generally Accepted Accounting Principles and the Securities Administrator hereby so agrees to take the above actions; provided, however, that such actions shall not increase the obligations of the Securities Administrator under this Agreement.
Accounting Treatment. For accounting purposes, the Merger is intended to be treated as a "pooling of interests."
Accounting Treatment. The mergers will be accounted for as purchases under generally accepted accounting principles. Under those rules, Pioneer USA will record the assets and liabilities of the participating partnerships on its books at their estimated fair market values. NO APPRAISAL OR DISSENTER RIGHTS Under the laws of the State of Delaware and the State of Texas, which are the states of formation of the partnerships, you are not entitled to appraisal or dissenter rights with respect to the mergers.
Accounting Treatment. As of the date hereof, it is aware of no reason why the Merger will fail to qualify for "pooling-of-interests" accounting treatment.
Accounting Treatment. Notwithstanding Section 8.14 of the Agreement, the parties acknowledge that until such time as the Third Party Consents with respect to a Servicing Agreement are obtained, the parties shall treat the transaction hereunder with respect to such Servicing Agreement as a financing for accounting purposes.
Accounting Treatment. It is the intention of the parties hereto that the Merger will be treated for financial reporting purposes as a pooling of interests.
Accounting Treatment. 14.1. Upon the Scheme becoming effective, the Transferee Company shall account for the arrangement in its books of accounts as under:
(a) The merger of the Transferor Company with Transferee Company shall be accounted for in the books of account of the Transferee Company in accordance with ‘Pooling of Interest Method’ of accounting as per Accounting Standard 14 (Accounting for Amalgamation)
(b) All assets, liabilities and reserves (including securities premium) of the Transferor Company transferred to and vested in the Transferee Company pursuant to this Scheme shall be recorded at their respective book values and in the same form as they appear in financial statements of the Transferor Company
(c) The Transferee Company shall credit to its share capital account, the aggregate face value of the New Shares on Merger issued by it pursuant to Clause 10.1 of this Scheme;
(d) Upon the Scheme coming into effect, the surplus/ deficit, if any, of the net value of assets, liabilities and reserves of the Transferor Company acquired and recorded by the Transferee Company in terms of Clause 14.1(b) above over the face value of the New Shares on Merger issued and allotted pursuant to Clause 10.1 above shall be adjusted in reserves.
(e) The investments in equity shares of Transferee Company, (including any additional investment before the Effective Date) shall be cancelled against the balance remaining in equity share capital of the Transferee Company as per Clause 6.3 above of the Scheme (including any increase in equity share capital pursuant to issue of additional shares before the Effective Date). The surplus (if any) of the book value of investments (including any additional investment before the Effective Date) over the balance remaining in equity share capital of the Transferee Company as per Clause 6.3 of the Scheme (including any increase in equity share capital pursuant to issue of additional shares before the Effective Date) shall be first adjusted against the profit and loss account of the combined entity and balance (if any) shall be adjusted against the securities premium account of the combined entity. Conversely, the deficit (if any) between the book value of investments (including any additional investment before the Effective Date) and the balance remaining in equity share capital of the Transferee Company as per Clause 6.3 of the Scheme (including any increase in equity share capital pursuant to issue of additional shares before the Effective Date) sh...
Accounting Treatment. (a) The Company and each of the Owners has accurately completed the Pooling Questionnaire required by Premiere prior to or contemporaneous with the execution of this Agreement, and the statements therein are true and correct.
(b) Premiere, the Company and each of the Owners agrees to use its reasonable efforts to cause the Merger, and to take no action which would cause the Merger not, to qualify for treatment as a pooling of interests for accounting purposes. Without limiting the foregoing, the Company and each of the Owners agrees not to sell, transfer, or otherwise dispose of his, her or its interests in, or reduce his, her or its risk relative to, any of the shares of Premiere Common Stock received in connection with the Merger until such time as Premiere notifies the Company and each such Owner that the requirements of ASRs 130 and 135 have been met. The Company and each of the Owners understands that ASRs 130 and 135 relate to the publication of financial results of at least thirty (30) days of post-Merger combined operations of Premiere and the Company. Premiere agrees that it shall publish such results within forty-five (45) days after the end of the first fiscal quarter of Premiere containing the required period of post-Merger combined operations and that it shall notify the Company and each of the Owners promptly following such publication. Premiere shall be entitled to place the following restrictive legend on the shares of Premiere Stock issued pursuant to the Merger to enforce the foregoing restrictions: "The shares represented by this certificate were issued pursuant to a business combination which is accounted for as a "pooling of interests" and may not be sold, nor may the owner thereof reduce his risks relative thereto in any way, until such time as Premiere Technologies, Inc. ("Premiere") has published the financial results covering at least 30 days of combined operations after the effective date of the merger through which the business combination was effected.
Accounting Treatment. The assets and liabilities of the Merging Corporations shall be taken up on the books of the Surviving Corporation in accordance with generally accepted accounting principles, and the capital surplus and retained earnings accounts of the Surviving Corporation shall be determined, in accordance with generally accepted accounting principles, by the board of directors of the Surviving Corporation. Nothing herein shall prevent the board of directors of the Surviving Corporation from making any future changes in its accounts in accordance with law.
