Affiliates; Publication of Combined Financial Results. (a) Each of the Company and Parent shall use its best efforts to cause each director, executive officer and other person who is an "affiliate" (for purposes of Rule 145 under the Securities Act and for purposes of qualifying the Merger for "pooling of interests" accounting treatment) of such party to deliver to the other party hereto, as soon as practicable after the date of this Plan, and prior to the date of the shareholders meetings called by the Company and Parent to approve this Plan, a written agreement, in the form of Annex 2 hereto, providing that such person will not sell, pledge, transfer or otherwise dispose of any shares of the Company Common Stock or Parent Common Stock held by such "affiliate" and, in the case of the "affiliates" of the Company, the shares of Parent Common Stock to be received by such "affiliate" in the Merger, except in compliance with the applicable provisions of the Securities Act and the rules and regulations thereunder and during the period commencing 30 days prior to the Merger and ending at the time of the publication of financial results covering at least 30 days of combined operations of the Company and Parent. (b) Parent shall use its best efforts to publish as promptly as reasonably practical but in no event later than 90 days after the end of the first month after the Effective Time in which there are at least 30 days of post-Merger combined operations (which month may be the month in which the Effective Time occurs), combined sales and net income figures as contemplated by and in accordance with the terms of SEC Accounting Series Release No. 135.
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Samples: Merger Agreement (F&m Bancorporation Inc), Merger Agreement (Citizens Banking Corp), Merger Agreement (Citizens Banking Corp)
Affiliates; Publication of Combined Financial Results. (a) Each of the Company and Parent shall use its best efforts to cause each director, executive officer and other person who is an "affiliate" (for purposes of Rule 145 under the Securities Act and for purposes of qualifying the Merger for "pooling of interests" accounting treatment) of such party to deliver to the other party hereto, as soon as practicable after the date of this Plan, and prior to the date of the shareholders meetings called by the Company and Parent to approve this Plan, a written agreement, in the form of Annex 2 hereto, providing that such person will not sell, pledge, transfer or otherwise dispose of any shares of the Company Common Stock or Parent Common Stock held by such "affiliate" and, in the case of the "affiliates" of the Company, the shares of Parent Common Stock to be received by such "affiliate" in the Merger, except in compliance with the applicable provisions of the Securities Act and the rules and regulations thereunder thereunder; and during the period commencing 30 days prior to the Merger and ending at the time of the publication of financial results covering at least 30 days of combined operations of the Company and Parent.
(b) Parent shall use its best efforts to publish as promptly as reasonably practical but in no event later than 90 days after the end of the first month after the Effective Time in which there are at least 30 days of post-Merger combined operations (which month may be the month in which the Effective Time occurs), combined sales and net income figures as contemplated by and in accordance with the terms of SEC Accounting Series Release No. 135.
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Samples: Merger Agreement (Citizens Banking Corp), Merger Agreement (Citizens Banking Corp)
Affiliates; Publication of Combined Financial Results. (a) Each To the extent not delivered prior to the date hereof, each of the Company ANTEC and Parent TSX shall use its best reasonable efforts to cause each director, executive officer and other person who is an "affiliate" (for purposes of Rule 145 under the Securities Act Act, for purposes of the tax treatment of the Merger, and for purposes of qualifying the Merger for "pooling of interests" accounting treatment) of such party to deliver to the other party hereto, as soon as practicable not later than 30 days after the date of this Plan, and prior to the date of the shareholders meetings called by the Company and Parent to approve this PlanAgreement, a written agreement, in the form of Annex 2 heretoExhibit C, providing providing, among other things, that such person will not sell, pledge, transfer or otherwise dispose of (i) any shares of the Company ANTEC Common Stock or Parent TSX Common Stock held by such "affiliate," andexcept to the extent and under the conditions permitted therein, in during the case period commencing 30 days prior to the Merger and ending at the time of the "affiliates" publication of the Companyfinancial results covering at least 30 days of combined operations of ANTEC and TSX, the and (ii) any shares of Parent ANTEC Common Stock to be received by such "affiliate" in the Merger, except in compliance with the applicable provisions of the Securities Act and the rules and regulations thereunder and during the period commencing 30 days prior to the Merger and ending at the time of the publication of financial results covering at least 30 days of combined operations of the Company and Parentthereunder.
(b) Parent ANTEC shall use its best reasonable efforts to publish as promptly as reasonably practical practicable but in no event later than 90 days after the end of the first month after the Effective Time in which there are at least 30 days of post-post- Merger combined operations (which month may be the month in which the Effective Time occurs), combined sales and net income figures as contemplated by and in accordance with the terms of SEC Accounting Series Release No. 135.
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Samples: Plan of Merger (Antec Corp)
Affiliates; Publication of Combined Financial Results. (a) Each of the Company Pinnacle and Parent IFC shall use its best efforts to cause each director, executive officer and other person who is an "affiliate" (for purposes of Rule 145 under the Securities Act and for purposes of qualifying the Merger for "pooling of interests" accounting treatment) of such party to deliver to the other party hereto, as soon as practicable after the date of this PlanAgreement, and prior to the date of the shareholders stockholders' meetings called by the Company Pinnacle and Parent IFC to approve this PlanAgreement, a written agreement, in the form of Annex 2 Exhibit D hereto, providing that such person will not sell, pledge, transfer or otherwise dispose of any shares of the Company Pinnacle Common Stock or Parent IFC Common Stock held by such "affiliate" and, in the case of the "affiliates" of the CompanyIFC, the shares of Parent Pinnacle Common Stock to be received by such "affiliate" in the Merger: (i) in the case of shares of Pinnacle Common Stock to be received by "affiliates" of IFC in the Merger, except in compliance with the applicable provisions of the Securities Act and the rules and regulations thereunder thereunder; and (ii) except to the extent and under the conditions permitted therein, during the period commencing 30 days prior to the Merger and ending at the time of the publication of financial results covering at least 30 days of combined operations of the Company Pinnacle and ParentIFC.
(b) Parent The Surviving Corporation shall use its best efforts to publish as promptly as reasonably practical but in no event later than 90 days after the end of the first month after the Effective Time in which there are at least 30 days of post-Merger combined operations (which month may be the month in which the Effective Time occurs), combined sales and net income figures as contemplated by and in accordance with the terms of SEC Accounting Series Release No. 135.
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