Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.
Appears in 21 contracts
Samples: Merger Agreement (Paradyne Networks Inc), Merger Agreement (Sorrento Networks Corp), Merger Agreement (Enliven Marketing Technologies Corp)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Proxy Statement/Prospectus shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.;
Appears in 15 contracts
Samples: Merger Agreement (Emc Corp), Merger Agreement (Legato Systems Inc), Agreement and Plan of Merger (Mallinckrodt Inc /Mo)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.
Appears in 12 contracts
Samples: Merger Agreement (CBS Corp), Merger Agreement (Viacom Inc.), Merger Agreement (Gannett Co., Inc.)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Joint Proxy Statement/Prospectus shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.;
Appears in 12 contracts
Samples: Merger Agreement (Lci International Inc /Va/), Merger Agreement (U S Long Distance Corp), Merger Agreement (Microprose Inc/De)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.
Appears in 11 contracts
Samples: Merger Agreement (Take Two Interactive Software Inc), Merger Agreement (Zynga Inc), Merger Agreement (Univar Inc.)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Joint Proxy Statement/Prospectus shall have been initiated or, to the knowledge of Parent or the Company, threatened in writing by the SEC.
Appears in 10 contracts
Samples: Merger Agreement (Lsi Logic Corp), Merger Agreement (August Technology Corp), Merger Agreement (Rudolph Technologies Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Proxy Statement/Prospectus shall have been initiated or, to the knowledge of Parent or the Company, threatened in writing by the SEC.
Appears in 7 contracts
Samples: Merger Agreement, Merger Agreement (Market Leader, Inc.), Merger Agreement (Thinkorswim Group Inc.)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No ; no stop order suspending the effectiveness of the Registration Statement or the use of the Proxy Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened in writing by the SEC.
Appears in 7 contracts
Samples: Merger Agreement (Eyetech Pharmaceuticals Inc), Merger Agreement (Vaxgen Inc), Merger Agreement (eGENE, INC.)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Proxy Statement/Prospectus shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Vbi Vaccines Inc.), Merger Agreement (Bio Reference Laboratories Inc), Merger Agreement (Opko Health, Inc.)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC be in effect and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by be pending before the SEC.
Appears in 6 contracts
Samples: Merger Agreement, Agreement and Plan of Merger (NYSE Euronext), Merger Agreement (Intercontinentalexchange Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings proceeding for that purpose purpose, and no similar proceeding in respect of the Joint Proxy Statement/Prospectus, shall have been initiated or, to the knowledge of Parent or the Company, threatened in writing by the SECSEC that has not been withdrawn.
Appears in 6 contracts
Samples: Loan and Security Agreement (Synacor, Inc.), Merger Agreement (Synacor, Inc.), Merger Agreement (Qumu Corp)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No effective; no stop order suspending the effectiveness of the Registration Statement or the use of the Proxy Statement shall have been issued by the SEC SEC, and no proceedings for that purpose shall have been initiated or, to the knowledge Knowledge of Parent or the Company, threatened by the SEC.
Appears in 5 contracts
Samples: Merger Agreement (Protection One Inc), Merger Agreement (Maxim Integrated Products Inc), Merger Agreement (Dallas Semiconductor Corp)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge Knowledge of Parent or the Company, threatened by the SEC.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Digital Generation Systems Inc), Merger Agreement (Variagenics Inc), Merger Agreement (Hyseq Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared become effective by in accordance with the SEC under provisions of the Securities Act. No ; no stop order Order suspending the effectiveness of the Registration Statement shall have been issued by the SEC be in effect; and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent be pending before or the Company, threatened by the SEC.
Appears in 5 contracts
Samples: Merger Agreement (Netscape Communications Corp), Merger Agreement (Netscape Communications Corp), Merger Agreement (America Online Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened in writing by the SEC.
Appears in 4 contracts
Samples: Merger Agreement (Pernix Therapeutics Holdings, Inc.), Merger Agreement (Somaxon Pharmaceuticals, Inc.), Merger Agreement (Coventry Health Care Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No effective; no stop order suspending the effectiveness of the Registration Statement or the use of the Proxy Statement shall have been issued by the SEC SEC, and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.
Appears in 4 contracts
Samples: Merger Agreement (Sand Hill It Security Acquisition Corp), Merger Agreement (Sand Hill It Security Acquisition Corp), Merger Agreement (Granahan McCourt Acquisition CORP)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall shall, on or prior to the Effective Time, have been initiated or, to the knowledge of Parent the Company or the CompanySeller, threatened by the SEC.
Appears in 4 contracts
Samples: Merger Agreement (Firstplus Financial Group Inc), Merger Agreement (Life Financial Corp), Merger Agreement (Marshall & Ilsley Corp/Wi/)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings Proceedings for that purpose shall shall, on or prior to the Effective Time, have been initiated or, to the knowledge Knowledge of Parent the Company or the CompanySeller, threatened by the SEC. The Company shall have received all other federal or state securities Consents necessary to issue Company Common Stock in exchange for Seller Common Stock and to consummate the Merger.
Appears in 4 contracts
Samples: Merger Agreement (Marshall & Ilsley Corp/Wi/), Merger Agreement (Marshall & Ilsley Corp/Wi/), Merger Agreement (United Heritage Bankshares of Florida Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Proxy Statement shall have been initiated or, to the knowledge of Parent Desktop or the CompanyIndividual, threatened by the SEC.;
Appears in 4 contracts
Samples: Merger Agreement (Individual Inc), Merger Agreement (Individual Inc), Merger Agreement (Desktop Data Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall shall, on or prior to the Effective Time, have been initiated or, to the knowledge of Parent Associated or the Company, threatened by the SEC. Associated shall have received all other federal or state securities permits and other authorizations necessary to issue Associated Common Stock in exchange for the Company Common Stock and to consummate the Merger.
Appears in 4 contracts
Samples: Merger Agreement (State Financial Services Corp), Merger Agreement (Associated Banc-Corp), Merger Agreement (Associated Banc-Corp)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent and not concluded or the Company, threatened by the SECwithdrawn.
Appears in 4 contracts
Samples: Merger Agreement (Simon Property Group Inc /De/), Merger Agreement (Shurgard Storage Centers Inc), Merger Agreement (Brandywine Operating Partnership Lp /Pa)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No Act and no stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and be in effect and no proceedings Proceeding for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SECbe pending.
Appears in 4 contracts
Samples: Merger Agreement (Bill Barrett Corp), Merger Agreement (Forest Oil Corp), Merger Agreement (Devon Energy Corp/De)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No effective; no stop order suspending the effectiveness of the Registration Statement or the use of the Joint Proxy Statement/Prospectus shall have been issued by the SEC SEC, and no proceedings for that purpose shall have been initiated or, to the knowledge Knowledge of Parent or the Company, threatened by the SEC.
Appears in 3 contracts
Samples: Merger Agreement (Webmethods Inc), Merger Agreement (Webmethods Inc), Merger Agreement (Webmethods Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities ActAct or otherwise become effective. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC SEC, and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.
Appears in 3 contracts
Samples: Merger Agreement, Agreement and Plan of Merger, Merger Agreement (ITC Holdings Corp.)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings proceeding for that purpose purpose, and no similar proceeding in respect of the Prospectus and/or Proxy Statement, shall have been initiated or, to the knowledge of Parent or the Company, threatened in writing by the SEC.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Precision Therapeutics Inc.), Merger Agreement (Precision Therapeutics Inc.), Merger Agreement
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent the Company or the CompanyParent, threatened by the SEC.
Appears in 3 contracts
Samples: Merger Agreement (Corgentech Inc), Merger Agreement (Inhibitex, Inc.), Merger Agreement (Fermavir Pharmaceuticals, Inc.)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities ActSEC. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Proxy Statement/Prospectus shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.;
Appears in 3 contracts
Samples: Merger Agreement (Safeway Inc), Merger Agreement (Safeway Inc), Merger Agreement (Vons Companies Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Proxy Statement shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.;
Appears in 3 contracts
Samples: Merger Agreement (Marketwatch Com Inc), Merger Agreement (Pinnacor Inc), Agreement and Plan of Merger (Cray Research Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No , and no stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that or any similar purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.;
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Lq Corp Inc), Merger Agreement (Dynabazaar Inc), Merger Agreement (Lq Corp Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Joint Proxy Statement/Prospectus shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.
Appears in 3 contracts
Samples: Merger Agreement (PROLOR Biotech, Inc.), Merger Agreement (International Imaging Materials Inc /De/), Merger Agreement (Paxar Corp)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose purpose, and no similar proceeding in respect of the Joint Proxy Statement/Prospectus, shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.
Appears in 2 contracts
Samples: Merger Agreement (Entropic Communications Inc), Merger Agreement (Maxlinear Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Joint Proxy Statement/Prospectus shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.; (b)
Appears in 2 contracts
Samples: Merger Agreement (New Stat Healthcare Inc), Merger Agreement (American Medical Response Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared become effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Prospectus/Proxy Statement shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.;
Appears in 2 contracts
Samples: Merger Agreement (Watson Pharmaceuticals Inc), Merger Agreement (Schein Pharmaceutical Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect to the Joint Proxy Statement/Prospectus shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.
Appears in 2 contracts
Samples: Merger Agreement (International Microcomputer Software Inc /Ca/), Merger Agreement (Digital Creative Development Corp)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC, and any material Blue Sky Laws and other state securities laws applicable to the registration and qualification of the shares of Parent Common Stock to be issued in the Merger shall have been complied with in all material respects.
Appears in 2 contracts
Samples: Merger Agreement (Lehman Brothers Holdings Inc), Merger Agreement (Neuberger Berman Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened in writing by the SECSEC and not have been withdrawn.
Appears in 2 contracts
Samples: Merger Agreement (Medistem Inc.), Agreement and Plan of Merger (Intrexon Corp)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and not concluded or withdrawn, and no proceedings for that purpose and no similar proceeding in respect of the Proxy Statement/Prospectus shall have been initiated or, to the knowledge of Parent or the Company, threatened in writing by the SECSEC and not concluded or withdrawn.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Conexant Systems Inc), Merger Agreement (Standard Microsystems Corp)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent Friede Goldman or the CompanyHalter Marine, threatened by the SEC.
Appears in 2 contracts
Samples: Merger Agreement (Halter Marine Group Inc), Merger Agreement (Friede Goldman International Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No effective; no stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated; and no similar proceeding in respect of the Proxy Statement shall have been initiated or, to the knowledge Knowledge of Parent or the Company, threatened by the SEC.
Appears in 2 contracts
Samples: Merger Agreement (Sunpharm Corporation), Merger Agreement (Geltex Pharmaceuticals Inc)
Effectiveness of the Registration Statement. The SEC shall have declared the Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Proxy Statement/Prospectus shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.;
Appears in 2 contracts
Samples: Merger Agreement (Bard C R Inc /Nj/), Agreement and Plan of Merger (McGrath Rentcorp)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared become effective by in accordance with the SEC under provisions of the Securities Act. No Act and no stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC be pending before or threatened and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened be in effect by the SECCommission.
Appears in 2 contracts
Samples: Merger Agreement (Unitrode Corp), Merger Agreement (Unitrode Corp)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened in writing by the SECSEC and not withdrawn.
Appears in 2 contracts
Samples: Merger Agreement (Citizens Republic Bancorp, Inc.), Merger Agreement (Firstmerit Corp /Oh/)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No , and no stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC, and any material Blue Sky Laws and other state securities laws applicable to the registration and qualification of the shares of Parent Common Stock included in the Merger Consideration shall have been complied with in all material respects.
Appears in 2 contracts
Samples: Merger Agreement (Jarden Corp), Merger Agreement (K2 Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No ; no stop order suspending the effectiveness of the Registration Statement or the use of the Proxy Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened in writing by the SEC.;
Appears in 2 contracts
Samples: Merger Agreement (Regeneration Technologies Inc), Merger Agreement (Tutogen Medical Inc)
Effectiveness of the Registration Statement. The Registration ------------------------------------------- Statement shall have been declared effective by the SEC Commission under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC Commission and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SECCommission.
Appears in 2 contracts
Samples: Merger Agreement (Numar Corp), Merger Agreement (Halliburton Co)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Information Statement/Prospectus shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.
Appears in 2 contracts
Samples: Merger Agreement (Access Plans Inc), Merger Agreement (Access Plans USA, Inc.)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No Act and no stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC then be in effect and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent be pending before or the Company, threatened by the SEC.
Appears in 2 contracts
Samples: Merger Agreement (Rurbanc Data Services Inc), Merger Agreement (Rurban Financial Corp)
Effectiveness of the Registration Statement. The Registration Statement shall not have been declared effective by the SEC under the Securities Act. No , or a stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings or a proceeding for that purpose or a similar proceeding in respect thereof shall have been initiated or, to the knowledge of Parent or the Company, threatened in writing by the SEC.
Appears in 2 contracts
Samples: Merger Agreement (Audience Inc), Merger Agreement (Knowles Corp)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Registration Statement or the Information Statement shall have been initiated or, to the knowledge of Parent or the Company, threatened in writing by the SEC.
Appears in 2 contracts
Samples: Merger Agreement (Limelight Networks, Inc.), Agreement and Plan of Merger and Reorganization (Thermage Inc)
Effectiveness of the Registration Statement. The Registration Statement (which shall contain the Proxy Statement) shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.
Appears in 2 contracts
Samples: Merger Agreement (Babyuniverse, Inc.), Merger Agreement (eToys Direct, Inc.)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose purpose, and no similar proceeding in respect of the Joint Proxy Statement/Prospectus, shall have been initiated or, to the knowledge of Parent or the Company, threatened in writing by the SECSEC that have not been withdrawn.
Appears in 2 contracts
Samples: Merger Agreement (Rentrak Corp), Merger Agreement (Comscore, Inc.)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared become effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC be in effect, and no proceedings for that purpose shall have been initiated orbe pending or threatened, to the knowledge of Parent or the Company, threatened by the SEC.
Appears in 2 contracts
Samples: Exchange Agreement (Platform Specialty Products Corp), Exchange Agreement (Platform Specialty Products Corp)
Effectiveness of the Registration Statement. (i) The Registration Statement shall have become effective under the Exchange Act, and (ii) any registration statement filed with the SEC pursuant to Section 7.1(e) shall have been declared effective by the SEC under the Securities Act. No Act and no stop order suspending the effectiveness of the Registration Statement such registration statement shall have been issued by the SEC then be in effect and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent be pending before or the Company, threatened by the SEC.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Rurban Financial Corp), Agreement and Plan of Merger (Rurbanc Data Services Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC SEC, and no proceedings for that purpose shall have been initiated or, to the knowledge Knowledge of Parent or the Company, threatened by the SEC.
Appears in 2 contracts
Samples: Merger Agreement (Integrated Device Technology Inc), Merger Agreement (Integrated Circuit Systems Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and be in effect and no proceedings Proceeding for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SECbe pending.
Appears in 2 contracts
Samples: Merger Agreement (Merck & Co Inc), Merger Agreement (Schering Plough Corp)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Proxy Statement shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.; (b)
Appears in 2 contracts
Samples: Merger Agreement (Teradyne Inc), Merger Agreement (Megatest Corp)
Effectiveness of the Registration Statement. The SEC shall have declared the Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Joint Proxy Statement/Prospectus shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.;
Appears in 1 contract
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Proxy Statement shall have been initiated or, to the knowledge of Parent or the CompanyRaven, threatened by the SEC.
Appears in 1 contract
Samples: Merger Agreement (Vaxgen Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings Legal Proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.
Appears in 1 contract
Samples: Merger Agreement (Helios & Matheson Analytics Inc.)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Acteffective. No stop order suspending the 23 effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall shall, on or prior to the Effective Time, have been initiated or, to the knowledge of Parent SNET or the CompanyWB, threatened by the SEC. All necessary state securities or blue sky authorizations shall have been obtained.
Appears in 1 contract
Samples: Plan and Agreement of Merger (Woodbury Telephone Co)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC SEC, and no proceedings for that purpose and no similar proceeding in respect of the Proxy Statement/Prospectus shall have been initiated or, to the knowledge of Parent or the Company, threatened in writing by the SEC.
Appears in 1 contract
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Proxy Statements shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.;
Appears in 1 contract
Samples: Merger Agreement (HMSR Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities 1933 Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge Knowledge of Parent or the CompanyTarget, threatened by the SEC.
Appears in 1 contract
Samples: Merger Agreement (TBX Resources Inc)
Effectiveness of the Registration Statement. The Registration ------------------------------------------- Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.
Appears in 1 contract
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent WMS or the Company, threatened by the SEC.
Appears in 1 contract
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.
Appears in 1 contract
Samples: Merger Agreement (Home Health Corp of America Inc \Pa\)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared be effective by the SEC under the U.S. Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Registration Statement shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.
Appears in 1 contract
Samples: Combination Agreement (Transaction Systems Architects Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Joint Proxy Statement shall have been initiated or, to the knowledge of Parent EPIX or the CompanyPredix, threatened by the SEC.;
Appears in 1 contract
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Company Proxy Statement shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.;
Appears in 1 contract
Samples: Agreement and Plan of Reorganization and Merger (E Tek Dynamics Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SECSEC and be continuing.
Appears in 1 contract
Effectiveness of the Registration Statement. The ------------------------------------------- Registration Statement shall have been declared effective by the SEC under the Securities Act. No effective; no stop order suspending the effectiveness of the Registration Statement or the use of the Joint Proxy Statement/Prospectus shall have been issued by the SEC SEC, and no proceedings for that purpose shall have been initiated or, to the knowledge Knowledge of Parent or the Company, threatened by the SEC.
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Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent Viacom or the CompanyBlockbuster, threatened by the SEC.
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Samples: Merger Agreement (Viacom Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC be in effect and no proceedings proceeding for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.
Appears in 1 contract
Samples: Merger Agreement (Iwo Holdings Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC Commission under the Securities Act. No , no stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC Commission and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SECCommission.
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Effectiveness of the Registration Statement. The Registration Statement shall have been declared has become effective by the SEC pursuant to Rule 467(a) under the U.S. Securities Act. No ; no stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC is in effect, and no proceedings for that such purpose shall have been initiated are pending before or, to the knowledge of Parent or the Company’s knowledge, threatened by the SEC.
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Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Proxy Statement shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.
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Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent Zhone or the Company, threatened by the SEC.
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Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Joint Proxy Statement/Prospectus shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.; (b)
Appears in 1 contract
Samples: Merger Agreement (Netvantage Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by in accordance with the SEC under provisions of the Securities Act. No federal securities laws; no stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC be in effect; and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent be pending before or the Company, threatened by the SEC. Additionally, the shares of the Acquiror Common Stock issuable to the Company stockholders shall have been approved for listing on the NYSE, subject to official notice of issuance.
Appears in 1 contract
Samples: Merger Agreement (Manitowoc Co Inc)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall shall, on or prior to the Effective Time, have been initiated or, to the knowledge of Parent the Buyer or the Company, threatened by the SEC.
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Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No , no stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent and not concluded or the Company, threatened by the SECwithdrawn.
Appears in 1 contract
Samples: Merger Agreement (Amreit)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall shall, on or prior to the Effective Time, have been initiated or, to the knowledge of Parent the Company or the CompanySeller, threatened by the SEC.
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Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.
Appears in 1 contract
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement or any part thereof shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Proxy Statement or Registration Statement shall have been initiated or, to the knowledge of Parent or the Company, threatened in writing by the SEC.
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Samples: Merger Agreement (Open Text Corp)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose and no similar proceeding in respect of the Proxy Statement shall have been initiated or, to the knowledge of Parent Vitex or the CompanyPentose, threatened by the SEC.;
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Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings Legal Proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.”
Appears in 1 contract
Samples: Agreement and Plan of Merger (Helios & Matheson Analytics Inc.)
Effectiveness of the Registration Statement. The Registration Statement shall will have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall will have been issued by the SEC and no proceedings for that purpose shall and no similar proceeding in respect of the Proxy Statement will have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC.;
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Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent PMR or the CompanyPSI, threatened by the SEC.
Appears in 1 contract
Samples: Merger Agreement (PMR Corp)
Effectiveness of the Registration Statement. The Registration Statement shall have been declared has become effective by the SEC pursuant to Rule 467(a) under the U.S. Securities Act. No ; no stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC is in effect, and no proceedings Legal Proceedings for that such purpose shall have been initiated are pending before or, to the knowledge of Parent or the CompanyCorporation’s knowledge, threatened by the SEC.
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Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent or the Company, threatened by the SEC, and any material Blue Sky Laws and other state securities laws applicable to the registration and qualification of the shares of Parent Common Stock to be issued in the Merger shall have been complied with.
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Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall have been initiated or, to the knowledge of Parent Trikon or the CompanyAviza, threatened in writing (and not abandoned or withdrawn) by the SEC.
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Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement or any part thereof shall have been issued by the SEC and no proceedings for that purpose purpose, and no similar proceeding in respect of the Proxy Statement, shall have been initiated or, to the knowledge of Parent EAST or the CompanyWEST, threatened by the SEC.
Appears in 1 contract
Effectiveness of the Registration Statement. The Registration Statement shall have been declared effective by the SEC under the Securities Act. No stop order suspending the effectiveness of the Registration Statement shall have been issued by the SEC and no proceedings for that purpose shall shall, on or prior to the Effective Time, have been initiated or, to the knowledge of Parent the Acquiror or the Company, threatened by the SEC.
Appears in 1 contract
