Common use of Going Private Transactions Clause in Contracts

Going Private Transactions. The Merger would have to comply with any applicable Federal law operative at the time of its consummation. Rule 13e-3 under the Exchange Act is applicable to certain "going private" transactions. The Purchaser does not believe that Rule 13e-3 will be applicable to the Merger unless the Merger is consummated more than one year after the termination of the Offer. If applicable, Rule 13e-3 would require, among other things, that certain financial information concerning the Company and certain information relating to the fairness of the Merger and the consideration offered to minority shareholders be filed with the SEC and disclosed to minority shareholders prior to consummation of the Merger. EMPLOYMENT AND CONSULTING AGREEMENTS.

Appears in 2 contracts

Samples: Merger Agreement (Rexall Sundown Inc), Merger Agreement (CDD Partners LTD Et Al)

AutoNDA by SimpleDocs

Going Private Transactions. The Merger would have to comply with any applicable Federal law operative at the time of its consummation. Rule 13e-3 under the Exchange Act is applicable to certain "going private" transactions. The Purchaser does not believe that Rule 13e-3 will be applicable to the Merger unless the Merger is consummated more than one year after the termination of the Offer. If applicable, Rule 13e-3 would require, among other things, that certain financial information concerning the Company and certain information relating to the fairness of the Merger and the consideration offered to minority shareholders be filed with the SEC and disclosed to minority shareholders prior to consummation of the Merger. EMPLOYMENT AND CONSULTING AGREEMENTS.

Appears in 2 contracts

Samples: An Agreement and Plan of Merger (Koninklijke Numico Nv), Tripoint Global Communications Inc

Going Private Transactions. The Merger would have to must comply with any applicable Federal federal law operative operating at the time of its consummation. Rule 13e-3 under the Exchange Act is applicable to certain "going private" transactions. The Purchaser does not believe that Rule 13e-3 will be applicable to the Merger unless the Merger is consummated more than one year after the termination of the Offer. If applicable, Rule 13e-3 would requirerequires, among other things, that certain financial information concerning the Company and certain information relating to the fairness of the Merger and the consideration offered to minority shareholders stockholders be filed with the SEC Commission and disclosed to minority shareholders stockholders prior to the consummation of the Merger. EMPLOYMENT AND CONSULTING AGREEMENTS.

Appears in 1 contract

Samples: Offer to Purchase (Msas Acquisition Corp)

AutoNDA by SimpleDocs

Going Private Transactions. The Merger would have to comply with any applicable Federal federal law operative at the time of its consummation. Rule 13e-3 under the Exchange Act is applicable to certain "going private" transactions. The Purchaser does not believe that Rule 13e-3 will be applicable to the Merger unless the Merger is consummated more than one year after the termination of the Offer. If applicable, Rule 13e-3 would require, among other things, that certain financial information concerning the Company and certain information relating to the fairness of the Merger and the consideration offered to minority shareholders be filed with the SEC and disclosed to minority shareholders prior to consummation of the Merger. EMPLOYMENT AND CONSULTING AGREEMENTS.

Appears in 1 contract

Samples: Technical Olympic Usa Inc

Time is Money Join Law Insider Premium to draft better contracts faster.