SEC Filings; Disclosure. The Company has filed with the SEC all reports, schedules and statements required to be filed by it under the Exchange Act on a timely basis for the most recent twelve-month period. As of their respective filing dates, the Public Filings filed since January 1, 2023 complied in all material respects with applicable accounting requirements and the requirements of the Exchange Act, and the rules and regulations of the SEC promulgated thereunder applicable to such Public Filings, were prepared in accordance with GAAP applied on a consistent basis during the periods involved (except as may be indicated in the notes thereto or, in the case of unaudited statements, as permitted by Form 10-Q of the SEC), fairly present (subject in the case of unaudited statements to normal, recurring and year end audit adjustments) in all material respects the consolidated financial position of the Company as of the dates thereof and the consolidated results of its operations and cash flows for the periods then ended, and none of such Public Filings, at the time they were filed with the SEC, contained any untrue statement of a material fact or omitted to state a material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading. Other than the Transactions and the Other Transactions, as of the date hereof, no material event or circumstance has occurred which would be required to be publicly disclosed or announced pursuant to the provisions of the SEC’s Form 8-K which has not been so publicly announced or disclosed on Form 8-K.
SEC Filings; Disclosure. Quanta has filed with the Securities and Exchange Commission ("SEC") all material forms, statements, reports and documents required to be filed by it prior to the date hereof under each of the Securities Act of 1933, as amended (the "1933 Act"), the Securities Exchange Act of 1934, as amended (the "1934 Act"), and the respective rules and regulations thereunder, (a) all of which, as amended, if applicable, complied when filed in all material respects with all applicable requirements of the appropriate Act and the rules and regulations thereunder, and (b) none of which, as amended, if applicable, contains any untrue statement of material fact or omits to state a material fact required to be stated therein or necessary in order to make the statements made therein, in the light of the circumstances under which they were made, not misleading.
SEC Filings; Disclosure. U.S. Concrete has filed with the SEC all material forms, statements, reports and documents required to be filed by it prior to the date hereof under each of the 1933 Act and the 1934 Act and the respective rules and regulations thereunder, (a) all of which, as amended, if applicable, complied when filed in all material respects with all applicable requirements of the appropriate Act and the rules and regulations thereunder, and (b) none of which, as amended, if applicable, contains any untrue statement of material fact or omits to state a material fact required to be stated therein or necessary in order to make the statements made therein, in the light of the circumstances under which they were made and at the time they were made, not misleading.
SEC Filings; Disclosure. Except for the filing of certain Forms 3, 4 and/or 5, the Company has filed with the Securities and Exchange Commission (the "SEC") on a timely basis, all forms, statements, reports and documents required to be filed by it prior to the date hereof under each of the Securities Act, the Securities Exchange Act of 1934, as amended, and the respective rules and regulations thereunder, (a) all of which, as amended, if applicable, complied when filed in all material respects with all applicable requirements of the appropriate Act and the rules and regulations thereunder, and (b) none of which, as amended, if applicable, contains any untrue statement of material fact or omits to state a material fact required to be stated therein or necessary in order to make the statements made therein, in the light of the circumstances under which they were made and at the time they were made, not misleading. The financial statements of the Company included in the Company's annual report on Form 10-K for the fiscal year ended December 31, 1999 and Form 10-Q for the fiscal quarter ended September 30, 2000, comply as to form in all material respects with applicable accounting requirements and the published rules and regulations of the SEC with respect thereto, have been prepared in accordance with GAAP, applied on a consistent basis during the period covered and fairly represent, in all material respects, the consolidated financial position of the Company as of the date thereof and the results of operations and changes in financial position for the period then ended.
SEC Filings; Disclosure. PalEx has filed with the Securities and Exchange Commission ("SEC") all material forms, statements, reports and documents required to be filed by it prior to the date hereof under each of the Securities Act of 1933, as amended (the "1933 ACT"), the Securities Exchange Act of 1934, as amended (the "1934 ACT"), and the respective rules and regulations thereunder, (a) all of which, as amended, if applicable, complied when filed in all material respects with all applicable requirements of the appropriate Act and the rules and regulations thereunder, and (b) none of which, as amended, if applicable, contains any untrue statement of material fact or, except for disclosure of the acquisition of the assets, and assumption of the liabilities, of CSC and its Affiliates, omits to state a material fact required to be stated therein or necessary in order to make the statements made therein, in the light of the circumstances under which they were made, not misleading.
SEC Filings; Disclosure. Tauriga has filed with the SEC all forms, statements, reports and documents required to be filed by it since January 1, 2007 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules and regulations thereunder all of which, as amended, if applicable, complied when filed in all material respects with the applicable requirements of the Exchange Act and the rules and regulations thereunder.
SEC Filings; Disclosure. PalEx has filed with the Securities and Exchange Commission ("SEC") all material forms, statements, reports and documents required to be filed by it under each of the Securities Act of 1933, as amended (the "1933 ACT"), the Securities Exchange Act of 1934, as amended (the "1934 ACT"), and the respective rules and regulations thereunder, (a) all of which, as amended, if applicable, complied when filed in all material respects with all applicable requirements of the appropriate Act and the rules and regulations thereunder, and (b) none of which, as amended, if applicable, contains any untrue statement of material fact or omits to state a material fact required to be stated therein or necessary in order to make the statements made therein, in the light of the circumstances under which they were made, not misleading.
SEC Filings; Disclosure. IHI has filed with the Securities and Exchange Commission (the "SEC") all material forms, statements, reports and documents required to be filed by it under the Securities Act of 1933, as amended (the "1933 Act"), the Securities Exchange Act of 1934, as amended (the "1934 Act") and the respective rules and regulations thereunder, all of which complied when filed (as amended if applicable) in all material respects with all applicable requirements of the appropriate Act and the rules and regulations thereunder. IHI has delivered to the Company a disclosure memorandum, dated March 25, 1998 (the "IHI Disclosure Memorandum"), containing true and correct copies of IHI Financial Statements and IHI's Annual Report on Form 10-K for the year ended December 31, 1997 and IHI's Quarterly Reports on Form 10-Q for the quarters ended March 31, June 30, and September 30, 1997. No representations or warranties by IHI and Newco in this Agreement and no statement by IHI and Newco contained herein or in the IHI Disclosure Memorandum, contains any untrue statement of a material fact or omits any material fact necessary to make the statements herein or therein not misleading, it being understood that as used in this section "material" means material to IHI and its subsidiaries (including Newco) taken as a consolidated whole. The audited balance sheet of IHI at December 31, 1997 and the related statements of income, cash flows and shareholders' equity, together with the notes thereto, were prepared from the books of account and records of IHI in accordance with generally accepted accounting principles applied on a basis consistent with preceding years and throughout the periods involved and present fairly the consolidated financial position of IHI at the dates indicated and the results of operations, shareholders' equity and cash flows for the periods then ended.
SEC Filings; Disclosure. Investor has filed with the SEC all material forms, statements, reports and documents (the “Public Filings”) required to be filed by it prior to the date hereof under each of the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, and the respective rules and regulations thereunder, (a) all of which, as amended, if applicable, complied when filed in all material respects with all applicable requirements of the appropriate act and the rules and regulations thereunder, and (b) none of which, as amended, if applicable, contains any untrue statement of material fact or omits to state a material fact required to be stated therein or necessary to make the statements made therein, in the light of the circumstances under which they were made and at the time they were made, not misleading.
SEC Filings; Disclosure. Cadence has filed with the SEC all forms, statements, reports and documents required to be filed by it for the fiscal year ended September 30, 2004 under each of the Securities Act of 1933, as amended (the "1933 Act"), the Securities Exchange Act of 1934, as amended (the "1934 Act"), and the respective rules and regulations thereunder, (the "Cadence Disclosure Documents") all of which, as amended, if applicable, complied when filed in all material respects with the applicable requirements of the appropriate Act and the rules and regulations thereunder. As of the filing date of each, the Cadence Disclosure Documents did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading.
