Public Announcement and SEC Filing. (a) The Stockholder Group and the Company shall announce this Agreement by means of a joint press release in the form attached hereto as Exhibit B (the “Press Release”) to be issued before 9:00 a.m., New York City time, on April 9, 2015. Any public statement or comment by the Company or the Stockholder Group regarding this Agreement or the matters addressed herein shall be consistent with the Press Release. (b) The Stockholder Group shall promptly prepare and file an amendment (the “13D Amendment”) to its Schedule 13D with respect to the Company filed with the SEC on March 3, 2015 (as amended) reporting the entry into this Agreement and amending applicable items to conform to its obligations hereunder. The 13D Amendment shall be consistent with the Press Release and the terms of this Agreement. The Stockholder Group shall provide the Company with reasonable opportunity to review and comment upon the 13D Amendment prior to filing, and shall consider in good faith any changes proposed by the Company.
Appears in 3 contracts
Samples: Cooperation Agreement (Philadelphia Financial Management of San Francisco, LLC), Cooperation Agreement (Voce Capital Management LLC), Cooperation Agreement (Investment Technology Group, Inc.)
Public Announcement and SEC Filing. (a) The Stockholder Group and the Company shall announce this Agreement by means of a joint press release in the form attached hereto as Exhibit B (the “Press Release”) to be issued before 9:00 a.m.5:00 p.m., New York City time, on April 9March 4, 20152016. Any public statement or comment by the Company or the Stockholder Group regarding this Agreement or the matters addressed herein shall be consistent with the Press Release.
(b) The Stockholder Group shall promptly prepare and file an amendment (the “13D Amendment”) to its Schedule 13D with respect to the Company filed with the SEC on March 3November 12, 2015 (as amended) reporting the entry into this Agreement and amending applicable items to conform to its obligations hereunder. The 13D Amendment shall be consistent with the Press Release and the terms of this Agreement. The Stockholder Group shall provide the Company with reasonable opportunity to review and comment upon the 13D Amendment prior to filing, and shall consider in good faith any changes proposed by the Company.
Appears in 2 contracts
Samples: Cooperation Agreement (Voce Capital Management LLC), Cooperation Agreement (Investment Technology Group, Inc.)
Public Announcement and SEC Filing. (a) The Stockholder Group XXXX and the Company shall announce this Agreement by means of a joint press release in the form attached hereto as Exhibit B (the “Press Release”) to be issued before as soon as practicable but in no event later than 9:00 a.m., New York City time, on April 9, 2015the first business day after the date of this Agreement. Any public statement or comment by the Company or the Stockholder Group XXXX regarding this Agreement or the matters addressed herein shall be consistent with the Press Release.
(b) The Stockholder Group XXXX shall promptly prepare and file an amendment (the “13D Amendment”) to its Schedule 13D with respect to the Company filed with the SEC on March 3June 9, 2015 (as amended) 2014 reporting the entry into this Agreement and amending applicable items to conform to its obligations hereunder. The 13D Amendment shall be consistent with the Press Release and the terms of this Agreement. The Stockholder Group XXXX shall provide the Company with reasonable opportunity to review and comment upon the 13D Amendment prior to filing, and shall consider in good faith any changes proposed by the Company.
Appears in 1 contract
Samples: Nomination and Support Agreement (Jana Partners LLC)
Public Announcement and SEC Filing. (a) The Stockholder Group JXXX and the Company shall announce this Agreement by means of a joint press release in the form attached hereto as Exhibit B (the “Press Release”) to be issued before as soon as practicable but in no event later than 9:00 a.m., New York City time, on April 9, 2015the first business day after the date of this Agreement. Any public statement or comment by the Company or the Stockholder Group JXXX regarding this Agreement or the matters addressed herein shall be consistent with the Press Release.
(b) The Stockholder Group JXXX shall promptly prepare and file an amendment (the “13D Amendment”) to its Schedule 13D with respect to the Company filed with the SEC on March 3June 9, 2015 (as amended) 2014 reporting the entry into this Agreement and amending applicable items to conform to its obligations hereunder. The 13D Amendment shall be consistent with the Press Release and the terms of this Agreement. The Stockholder Group JXXX shall provide the Company with reasonable opportunity to review and comment upon the 13D Amendment prior to filing, and shall consider in good faith any changes proposed by the Company.
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