Regulation S. The Company, the Guarantors and their respective affiliates and all persons acting on their behalf (other than the Initial Purchasers, as to whom the Company and the Guarantors make no representation) have complied with and will comply with the offering restrictions requirements of Regulation S in connection with the offering of the Securities outside the United States and, in connection therewith, the Offering Memorandum will contain the disclosure required by Rule 902. The Company is a “reporting issuer”, as defined in Rule 902 under the Securities Act.
Appears in 6 contracts
Samples: Purchase Agreement (Option Care Health, Inc.), Purchase Agreement (Moneygram International Inc), Purchase Agreement (Sandridge Energy Inc)
Regulation S. The Company, the Guarantors and their respective affiliates and all persons acting on their behalf (other than the Initial Purchasers, as to whom the Company and the Guarantors make no such representation) have complied with and will comply with the offering restrictions requirements of Regulation S in connection with the offering of the Securities outside the United States and, in connection therewith, the Time of Sale Information and the Offering Memorandum contain or will contain the disclosure disclosures required by Rule 902. The Company is a “reporting issuer”, as defined in Rule 902 under the Securities Act.
Appears in 5 contracts
Samples: Purchase Agreement (Sanchez Energy Corp), Registration Rights Agreement (Sanchez Energy Corp), Registration Rights Agreement (Sanchez Energy Corp)
Regulation S. The Company, the Guarantors and their respective affiliates and all persons acting on their behalf (other than the Initial Purchasers, as to whom the Company and the Guarantors make no representation) have complied with and will comply with the offering restrictions requirements of Regulation S in connection with the offering of the Securities outside the United States and, in connection therewith, the Offering Memorandum will contain the disclosure required by Rule 902. The Each of the Company and the Guarantors is a “reporting issuer”, as defined in Rule 902 under the Securities Act.
Appears in 3 contracts
Samples: Purchase Agreement (Nn Inc), Purchase Agreement (CONSOL Energy Inc), Purchase Agreement (Stewart Enterprises Inc)
Regulation S. The Company, the Guarantors and their respective affiliates and all persons acting on their behalf (other than the Initial Purchasers, as to whom the Company and the Guarantors make no representation) have complied with and will comply with the offering restrictions requirements of Regulation S in connection with the offering of the Securities outside the United States and, in connection therewith, the Offering Memorandum will contain the disclosure required by Rule 902902(g)(2). The Each of the Company and the Guarantors is a “reporting issuer”, as defined in Rule 902 under the Securities Act.
Appears in 3 contracts
Samples: Purchase Agreement (Kemet Corp), Purchase Agreement (Kemet Corp), Purchase Agreement (Kemet Corp)
Regulation S. The Company, the Guarantors and their respective affiliates and all persons acting on their behalf (other than the Initial Purchasers, as to whom the Company and the Guarantors make no representation) have complied with and will comply with the offering restrictions requirements of Regulation S in connection with the offering of the Securities outside the United States and, in connection therewith, the Offering Memorandum will contain the disclosure required by Rule 902902 under the Securities Act. The Each of the Company and the Guarantors is a “reporting issuer”, ,” as defined in Rule 902 under the Securities Act.
Appears in 3 contracts
Samples: Purchase Agreement (CNX Resources Corp), Purchase Agreement (CNX Resources Corp), Purchase Agreement (CNX Resources Corp)
Regulation S. The Company, the Guarantors Company and their respective affiliates its Affiliates and all persons acting on their behalf (other than the Initial Purchasers, as to whom the Company and the Guarantors make makes no representation) have complied with and will comply with the offering restrictions requirements of Regulation S in connection with the offering of the Securities Notes outside the United States and, in connection therewith, the Offering Memorandum will contain the disclosure required by Rule 902902 under the Securities Act. The Company is a “reporting issuer”, as defined in Rule 902 under the Securities Act.
Appears in 3 contracts
Samples: Purchase Agreement (Molina Healthcare, Inc.), Purchase Agreement (Molina Healthcare, Inc.), Purchase Agreement (Molina Healthcare, Inc.)
Regulation S. The Company, the Guarantors and their respective affiliates Affiliates and all persons acting on their behalf (other than the Initial Purchasers, as to whom the Company and the Guarantors make no representation) have complied with and will comply with the offering restrictions requirements of Regulation S in connection with the offering of the Securities outside the United States and, in connection therewith, the Offering Memorandum will contain the disclosure required by Rule 902902 under the Securities Act. The Company is a “reporting issuer”, as defined in Rule 902 under the Securities Act.
Appears in 2 contracts
Samples: Purchase Agreement (Coinstar Inc), Purchase Agreement (Outerwall Inc)
Regulation S. The Company, the Guarantors and their respective affiliates and all persons acting on their behalf (other than the Initial Purchasers, as to whom the Company and the Guarantors make no representation) have complied with and will comply with the offering restrictions requirements of Regulation S in connection with the offering of the Securities outside the United States and, in connection therewith, the Offering Memorandum will contain the disclosure required by Rule 902. The Company Parent Guarantor is a “reporting issuer”, as defined in Rule 902 under the Securities Act.
Appears in 2 contracts
Samples: Purchase Agreement (Carters Inc), Purchase Agreement (Carters Inc)
Regulation S. The Company, the Guarantors and their respective affiliates and all persons acting on their behalf (other than the Initial Purchasers, as to whom the Company and the Guarantors make no representation) have complied with and will comply with the offering restrictions requirements of Regulation S in connection with the offering of the Securities outside the United States and, in connection therewith, the Offering Memorandum will contain the disclosure required by Rule 902. The Company is a “reporting issuer”, as defined in Rule 902 under the Securities Act.
Appears in 2 contracts
Samples: Purchase Agreement (New Enterprise Stone & Lime Co., Inc.), Purchase Agreement (Cenveo, Inc)
Regulation S. The Company, the Guarantors and their respective affiliates Affiliates and all persons acting on their behalf (other than the Initial Purchasers, as to whom the Company and the Guarantors make no representation) have complied with and will comply with the offering restrictions requirements of Regulation S in connection with the offering of the Securities outside the United States and, in connection therewith, the Offering Memorandum will contain the disclosure required by Rule 902. The Company is a “"reporting issuer”, " as defined in Rule 902 under the Securities Act.
Appears in 2 contracts
Samples: Purchase Agreement (Alliance Data Systems Corp), Purchase Agreement (Alliance Data Systems Corp)
Regulation S. The Company, the Guarantors and their respective affiliates and all persons acting on their behalf (other than the Initial Purchasers, as to whom the Company and the Guarantors make no representation) have complied with and will comply with the offering restrictions requirements of Regulation S in connection with the offering of the Securities outside the United States and, in connection therewith, States. Each of the Offering Memorandum will contain Company and the disclosure required by Rule 902. The Company Guarantors is a “reporting issuer”, ,” as defined in Rule 902 under the Securities Act.
Appears in 2 contracts
Samples: Purchase Agreement (Salem Media Group, Inc. /De/), Exchange, Purchase and Sale Agreement (Salem Media Group, Inc. /De/)
Regulation S. The CompanyCompany and its affiliates, the Guarantors and their respective affiliates and all persons acting on their behalf (other than the Initial PurchasersPurchaser, as to whom the Company and the Guarantors make no representation) have complied with and will comply with the offering restrictions requirements of Regulation S in connection with the offering of the Securities outside the United States and, in connection therewith, the Pricing Disclosure Package and the Final Offering Memorandum will contain the disclosure required by Rule 902. The Company is a “reporting issuer”, ,” as defined in Rule 902 under the Securities Act.
Appears in 1 contract
Samples: Purchase Agreement (Geokinetics Inc)
Regulation S. The CompanyCompany and its affiliates, the Guarantors and their respective affiliates affiliates, and all persons acting on their behalf (other than the Initial Purchasers, as to whom the Company and the Guarantors make no representation) have complied with and will comply with the offering restrictions and requirements of Regulation S in connection with the offering of the Securities outside the United States and, in connection therewith, the Offering Memorandum will contain the disclosure required by Rule 902. The Company is a “reporting issuer”, as defined in Rule 902 under the Securities Act902(h).
Appears in 1 contract
Regulation S. The Company, the Guarantors and their respective affiliates and all persons acting on their behalf (other than the Initial Purchasers, as to whom the Company and the Guarantors make no representationrepresentation is made) have complied with and will comply with the offering restrictions requirements of Regulation S in connection with the offering of the Securities outside the United States and, in connection therewith, the Offering Memorandum Circular will contain the disclosure required by Rule 902. The Company is a “reporting issuer”, as defined in Rule 902 under the Securities Act.
Appears in 1 contract
Samples: Purchase Agreement (Burlington Coat Factory Investments Holdings, Inc.)
Regulation S. The Company, the Guarantors and their respective affiliates and all persons acting on their behalf (other than the Initial PurchasersPurchaser, as to whom the Company and the Guarantors make no representation) have complied with and will comply with the offering restrictions requirements of Regulation S in connection with the offering of the Securities outside the United States and, in connection therewith, the Offering Memorandum will contain the disclosure required by Rule 902902 under the Securities Act. The Each of the Company and the Guarantors is a “reporting issuer”, ,” as defined in Rule 902 under the Securities Act.
Appears in 1 contract
Regulation S. The Company, the Guarantors Company and their respective affiliates its Affiliates and all persons acting on their behalf (other than the Initial Purchasers, as to whom the Company and the Guarantors make no representation) have complied with and will comply with the offering restrictions requirements of Regulation S in connection with the offering of the Securities outside the United States and, in connection therewith, the Offering Memorandum will contain the disclosure required by Rule 902. The Company is a “reporting issuer”, as defined in Rule 902 under the Securities Act.
Appears in 1 contract
Regulation S. The Company, the Guarantors and their respective affiliates and all persons acting on their behalf (other than the Initial Purchasers, as to whom the Company and the Guarantors make no such representation) have complied with and will comply with the offering restrictions requirements of Regulation S in connection with the offering of the Securities outside the United States and, in connection therewith, the Time of Sale Information and the Offering Memorandum will contain the disclosure disclosures required by Rule 902. The Company is a “reporting foreign issuer”, ,” as defined in Rule 902 under the Securities Act.
Appears in 1 contract
Samples: Concordia Healthcare Corp.
Regulation S. The Company, the Guarantors and their respective affiliates subsidiaries and Affiliates and all persons acting on their behalf (other than the Initial Purchasers, as to whom the Company and the Guarantors make no representation) have complied with and will comply with the offering restrictions requirements of Regulation S in connection with the offering of the Securities outside the United States and, in connection therewith, the Offering Memorandum will contain the disclosure required by Rule 902. The Each of the Company and the Guarantors is a “reporting issuer”, ,” as defined in Rule 902 under the Securities Act.
Appears in 1 contract
Regulation S. The Company, the Guarantors and their respective affiliates and all persons acting on their behalf (other than the Initial Purchasers, as to whom the Company and the Guarantors make no representation) have complied with and will comply with the offering restrictions requirements of Regulation S in connection with the offering of the Securities outside the United States and, in connection therewith, the Offering Memorandum will contain the disclosure required by Rule 902. The Company is a “reporting issuer”, ,” as defined in Rule 902 under the Securities Act.
Appears in 1 contract
Regulation S. The Company, the Guarantors and their respective affiliates and all persons acting on their behalf (other than the Initial Purchasers, as to whom the Company and the Guarantors make no representation) have complied with and will comply with the offering restrictions requirements of Regulation S in connection with the offering of the Securities outside the United States and, in connection therewith, the Offering Memorandum will contain the disclosure required by Rule 902902 under the Securities Act. The Company is a “reporting issuer”, as defined in Rule 902 under the Securities Act.
Appears in 1 contract
Regulation S. The Company, the Guarantors and their respective affiliates Affiliates and all persons acting on their behalf (other than the Initial Purchasers, as to whom the Company and the Guarantors make no representation) have complied with and will comply with the offering restrictions requirements of Regulation S in connection with the offering of the Securities outside the United States and, in connection therewith, the Offering Memorandum will contain the disclosure required by Rule 902. The Company is a “reporting issuer”, as defined in Rule 902 under the Securities Act.
Appears in 1 contract
Samples: Purchase Agreement (TopBuild Corp)
Regulation S. The Company, the Guarantors and its their respective affiliates and all persons acting on their behalf (other than the Initial Purchasers, as to whom the Company and the Guarantors make no representation) have complied with and will comply with the offering restrictions requirements of Regulation S in connection with the offering of the Securities outside the United States and, in connection therewith, the Offering Memorandum will contain the disclosure required by Rule 902. The Company is a “reporting issuer”, as defined in Rule 902 under the Securities Act.
Appears in 1 contract
Regulation S. The Company, the Guarantors and their respective affiliates and all persons acting on their behalf (other than the Initial Purchasers, as to whom the Company and the Guarantors make no representation) have complied with and will comply with the offering restrictions requirements of Regulation S in connection with the offering of the Securities outside the United States and, in connection therewith, the Offering Memorandum will contain the disclosure required by Rule 902. The Company is a “reporting issuer”, as defined in Rule 902 under of the Securities Act.
Appears in 1 contract
Samples: Wdra Food Service Inc
Regulation S. The Company, the Guarantors and their respective affiliates Affiliates and all persons acting on their behalf (other than the Initial Purchasers, as to whom the Company and the Guarantors make no representation) have complied with and will comply with the offering restrictions requirements of Regulation S in connection with the offering of the Securities outside the United States and, in connection therewith, the Offering Memorandum will contain the disclosure required by Rule 902. The Company is a “reporting issuer”, as defined in Rule 902 under the Securities Act.
Appears in 1 contract
Samples: Purchase Agreement (ARKO Corp.)
Regulation S. The Company, the Guarantors and their respective affiliates and all persons acting on their behalf (other than the Initial PurchasersPurchaser, as to whom the Company and the Guarantors make no such representation) have complied with and will comply with the offering restrictions requirements of Regulation S in connection with the offering of the Securities outside the United States and, in connection therewith, the Time of Sale Information and the Offering Memorandum will contain the disclosure disclosures required by Rule 902. The Company is a “reporting foreign issuer”, ,” as defined in Rule 902 under the Securities Secu- rities Act. 4.
Appears in 1 contract
Regulation S. The Company, the Guarantors and their respective affiliates and all persons acting on their behalf (other than the Initial Purchasers, as to whom the Company and the Guarantors make no representation) have complied with and will comply with the offering restrictions requirements of Regulation S in connection with the offering of the Securities outside the United States and, in connection therewith, the Offering Memorandum will contain the disclosure required by Rule 902. The Company is a “reporting issuer”, as defined in Rule 902 under the Securities 1933 Act.
Appears in 1 contract
Samples: Purchase Agreement (Aar Corp)
Regulation S. The Company, the Guarantors and their respective affiliates and all persons acting on their behalf (other than the Initial Purchasers, as to whom the Company and the Guarantors make no representation) have complied with and will comply with the offering restrictions requirements of Regulation S in connection with the offering of the Securities outside the United States and, in connection therewith, the Pricing Disclosure Package and the Offering Memorandum Circular will contain the disclosure required by Rule 902. The Each of the Company and the Guarantors is a “reporting issuer” or “foreign issuer”, as the case may be, as defined in Rule 902 under the Securities Act.
Appears in 1 contract
Regulation S. The Company, the Guarantors and their respective affiliates and all persons acting on their behalf (other than the Initial Purchasers, as to whom the Company and the Guarantors make no such representation) have complied with and will comply with the offering restrictions requirements of Regulation S in connection with the offering of the Securities outside the United States and, in connection therewith, the Time of Sale Information and the Offering Memorandum will contain the disclosure disclosures required by Rule 902. The Company is a “reporting foreign issuer”, as defined in Rule 902 under the Securities Act.
Appears in 1 contract
Samples: Asset Purchase Agreement (Concordia Healthcare Corp.)