MATERIAL TO BE FILED AS EXHIBITS. The following shall be filed as exhibits: Copies of written agreements relating to the filing of joint acquisition statements as required by Rule 13d–1(k) and copies of all written agree- ments, contracts, arrangements, under- standing, plans or proposals relating to: (1) The borrowing of funds to finance the acqui- sition as disclosed in Item 3; (2) the acquisi- tion of issuer control, liquidation, sale of as- sets, merger, or change in business or cor- porate structure, or any other matter as dis- closed in Item 4; and (3) the transfer or vot- ing of the securities, finder’s fees, joint ven- tures, options, puts, calls, guarantees of loans, guarantees against loss or of profit, or the giving or withholding of any proxy as disclosed in Item 6.
MATERIAL TO BE FILED AS EXHIBITS. (a)(1) Offering Circular dated December 23, 1999.
MATERIAL TO BE FILED AS EXHIBITS. Exhibit 99.1 of the Original Schedule 13D is hereby amended and replaced in its entirety by Exhibit 99.1 hereof. Item 7 of the Original Schedule 13D is further amended to include Exhibits 99.2, 99.3 and 99.4 hereof. Exhibit Description
MATERIAL TO BE FILED AS EXHIBITS. (a)(1) Form of Offer to Purchase dated November 10, 1994. (a)(2) Form of Letter of Transmittal.
MATERIAL TO BE FILED AS EXHIBITS. 7(a) Joint Filing Agreement of the Reporting Persons, dated as of March [19], 2021, among the Reporting Persons (filed herewith). 7(b) Stockholders Agreement, dated as of March 10 2021, by and among comScore, Inc., Qurate Retail, Inc., Charter Communications Holdings Company, LLC and Pine Investor, LLC (incorporated herein by reference to Exhibit 10.4 to the Issuer’s Current Report on Form 8-K, filed on March 15, 2021) 7(c) Registration Rights Agreement, dated as of March 10, 2021, by and among comScore, Inc., Qurate Retail, Inc., Charter Communications Holdings Company, LLC and Pine Investor, LLC (incorporated herein by reference to Exhibit 10.5 to the Issuer’s Current Report on Form 8-K, filed on March 15, 2021)
MATERIAL TO BE FILED AS EXHIBITS. (a)(1) Letter to stockholders of the Company dated September 14, 1995*. (a)(2) Opinion of McDoxxxx & Xompany Securities, Inc. dated September 13, 1995*. (a)(3) Press release issued by the Company on August 29, 1995. (a)(4) Press release issued by the Purchaser on August 29, 1995. (b) None. (c)(1) Employment Agreement dated August 29, 1995 between the Company and Stepxxx X. Xxxx. (c)(2) Employment Agreement dated August 29, 1995 between the Company and Richxxx X. Xxxx. (c)(3) Real Estate Purchase Agreement dated August 29, 1995 between the Purchaser and 31100. (c)(4) Real Estate Purchase Agreement dated August 29, 1995 between the Purchaser and CRS. (c)(5) Confidentiality Agreement dated August 2, 1995 between the Purchaser and the Company. (c)(6) Escrow Agreement dated August 29, 1995 among the Company, the Purchaser and Griex Xxxxxx, xx escrow agent. (c)(7) Indemnification Agreement between the Purchaser and the Company dated August 29, 1995. (c)(8) Sublease between 31100 and the Company dated February 28, 1988. (c)(9) Agreement of Lease between CRS and Boss Manufacturing Company dated June 27, 1989. (c)(10) Key Blank and Machine Supply Agreement between the Company and Things Remembered, Inc., dated March 30, 1995. NAME AND ADDRESS BENEFICIALLY PERCENT OF BENEFICIAL OWNER OWNED OF CLASS --------------------------------- ------------ -------- Stepxxx X. Xxxx 613,046(1)(3) 24.81% 31100 Xxxxx Xxxx Xxxxx, Xxxx 00000 Xxxfxxx X. Xxxx 420,250(2)(3) 17.01% 5915 Xxxxxxxxxxx Xxxxx Xxxxxxxxx, Xxxx 00000 Xxxhxxx X. Xxxx 282,500(3)(4) 11.33% 31100 Xxxxx Xxxx Xxxxx, Xxxx 00000 Xxxlxx Xxxagement Corp. 230,900(5) 9.34% 2360 Xxxx Xxxxx Xxxx, Xxxxx 000 Xxxxxxxxxxx, Xxxxxxxx 00000 XXX Corp. 206,000(6) 8.34% 82 Dxxxxxxxxx Xxxxxx Xxxxxx, Xxxxxxxxxxxxx 00000 Xxxixx X. Xxxxxx 191,850(7) 7.76% c/o Willxxx Xxxxxx Xxxestors, Inc. Two Xxxxx XxXxxxx Xxxxxx Xxxxx 000 Xxxxxxx, Xxxxxxxx 00000 Xxxensional Fund Advisors 134,700(8) 5.45% 1299 Xxxxx Xxxxxx, 00xx Xxxxx Xxxxx Xxxxxx, Xxxxxxxxxx 00000 Xxx Officers and Directors 1,329,246(1) 53.18% as a Group (six) (2)(3)(4)(9) BENEFICIALLY OWNED ON MARCH 24, 1995 NUMBER PERCENT NAME OF SHARES OF CLASS --------------- --------- -------- Malvxx X. Xxxk 5,950(1) (2) Franx X. Xxxxx 5,500(1) (2)
MATERIAL TO BE FILED AS EXHIBITS. 1. Offer to Purchase dated March 22, 2000 (incorporated by reference to Exhibit (a)(1)(A) to the Schedule TO)
MATERIAL TO BE FILED AS EXHIBITS. Exhibit No. Description ----------- -----------
MATERIAL TO BE FILED AS EXHIBITS. (a)(1) Offer to Purchase dated as of March 31, 1999. (a)(2) Letter of Transmittal. (a)(3)
MATERIAL TO BE FILED AS EXHIBITS. (a)(1) Offer to Purchase, dated January 5, 2001. (a)(2) Form of Letter of Transmittal. (a)(3) Form of Notice of Guaranteed Delivery. (a)(4) Form of Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees. (a)(5) Form of Letter to Clients for use by Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees. (a)(6) Form of Letter to holders of share certificates dated prior to June 18, 1998 bearing the name "OMI Corp." (a)(7) Form of Guidelines for Certification of Taxpayer Identification Number on Substitute Form W-9. (a)(8) Summary Advertisement as published in The Wall Street Journal on January 5, 2001. (a)(9) Joint Press Release issued by Parent and the Company on December 20, 2000.(1) (b) None. (d)(1) Agreement of Merger, dated as of December 20, 2000, among Parent, Purchaser and the Company. (The disclosure letter to such agreement is not filed herewith and the sections of the disclosure letter are listed on the last page of Exhibit (d)(1). Purchaser and Parent hereby undertake to furnish supplementally a copy of any omitted section of the disclosure letter to the Securities and Exchange Commission upon request.) (d)(2) Confidentiality Agreement, dated June 20, 2000, between Parent and the Company. (g) None. (h) None. --------------- (1) Incorporated by reference to Parent's Schedule TO-C, filed December 20, 2000.
