Antitrust Matters. As of the Closing, all of the following conditions relating to the HSR Act will be true and correct: (a) The Company will be its own ultimate parent entity (as such term is defined in 16 C.F.R. § 801.1(a)(3) and is interpreted by the Premerger Notification Office of the United States Federal Trade Commission (“PNO”)) and will not be controlled (as such term is defined in 16 C.F.R. § 801.1(b) and is interpreted by the PNO) by any other person or entity (as such terms are defined in 16 C.F.R. § 801.1(a) and are interpreted by the PNO). (b) The annual net sales (as such term is defined in 16 C.F.R. § 801.11 and is interpreted by the PNO) of the Company will be below $222.7 million. (c) The total assets (as such term is defined in 16 C.F.R. § 801.11 and is interpreted by the PNO) of the Company will be below $22.3 million. (d) The Company will not be engaged in manufacturing (as such term is defined in 16 C.F.R. § 801.1(j) and is interpreted by the PNO).
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Samples: Business Combination Agreement (Adagio Medical Holdings, Inc.), Business Combination Agreement (Chain Bridge I), Business Combination Agreement (ARYA Sciences Acquisition Corp IV)
Antitrust Matters. As of the ClosingClosing (but without giving effect to the transactions contemplated hereby), all of the following conditions relating to the HSR Act will be are true and correct:
(ai) The the Company will be is its own ultimate parent entity (as such term is defined in 16 C.F.R. § 801.1(a)(3) and is interpreted by the Premerger Notification Office of the United States Federal Trade Commission (“PNO”)) and will is not be controlled (as such term is defined in 16 C.F.R. § 801.1(b) and is interpreted by the PNO) by any other person or entity (as such terms are defined in 16 C.F.R. § 801.1(a) and are interpreted by the PNO).;
(bii) The the annual net sales (as such term is defined in 16 C.F.R. § 801.11 and is interpreted by the PNO) of the Company will be is below $222.7 184.0 million.;
(ciii) The the total assets (as such term is defined in 16 C.F.R. § 801.11 and is interpreted by the PNO) of the Company will be is below $22.3 18.4 million.; and
(div) The the Company will is not be engaged in manufacturing (as such term is defined in 16 C.F.R. § 801.1(j) and is interpreted by the PNO).
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Samples: Securities Purchase Agreement (Integral Ad Science Holding Corp.)
Antitrust Matters. As of the Closing, all All of the following conditions relating to the HSR Act will be are true and correct:
(a) The Company will be is its own ultimate parent entity (as such term is defined in 16 C.F.R. § 801.1(a)(3) and is interpreted by the Premerger Notification Office of the United States Federal Trade Commission (“PNO”)) and will is not be controlled (as such term is defined in 16 C.F.R. § 801.1(b) and is interpreted by the PNO) by any other person or entity (as such terms are defined in 16 C.F.R. § 801.1(a) and are interpreted by the PNO).
(b) The annual net sales (as such term is defined in 16 C.F.R. § 801.11 and is interpreted by the PNO) of the Company will be is below $222.7 million.
(c) The total assets (as such term is defined in 16 C.F.R. § 801.11 and is interpreted by the PNO) of the Company will be is below $22.3 million.
(d) The Company will is not be engaged in manufacturing (as such term is defined in 16 C.F.R. § 801.1(j) and is interpreted by the PNO).
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