S-4 Registration. To the extent required by applicable Law in order to effect the Merger, NewCo shall file with the SEC a registration statement on Form S-4 covering the issuance of NewCo Common Stock to the existing stockholders of the Company in the Merger (the “Form S-4”), within thirty (30) days after the date of this Agreement. NewCo shall use commercially reasonable efforts to have the Form S-4 declared effective within ninety (90) days after the date of this Agreement.
S-4 Registration. Parent shall prepare and file the Registration Statement on Form S-4 to cover the registration of the shares of Parent Common Stock to be issued to each of the Stockholders pursuant to the Merger.
S-4 Registration. If requested by Placer or required by Law, the S-4 Registration Statement shall have become effective under the Securities Act, no stop order suspending its effectiveness shall be in effect and no proceeding for such purpose shall have been initiated or threatened by or before the SEC. All state securities and “blue sky” permits or approvals necessary or appropriate to consummate the Merger shall have been received and remain in effect.
S-4 Registration
