TAX AND ACCOUNTING TREATMENT OF THE MERGER. It is intended by the parties hereto that the Merger shall (a) constitute a reorganization of Merger Sub and the Company within the meaning of Section 368(a) of the Code, and (b) be accounted for as a pooling of interests under GAAP. The parties hereby adopt this Agreement as a "plan of reorganization" of Merger Sub and the Company within the meaning of Sections 1.368-2(g) and 1.368-3(a) of the United States Treasury Regulations.
Appears in 3 contracts
Samples: Merger Agreement (Medco Research Inc), Merger Agreement (King Pharmaceuticals Inc), Merger Agreement (King Pharmaceuticals Inc)
TAX AND ACCOUNTING TREATMENT OF THE MERGER. It is intended by the parties hereto that the Merger shall (a) constitute a reorganization of Merger Sub and the Company within the meaning of Section 368(a) 368 of the Internal Revenue Code of 1986, as amended (the "Code, ") and (b) be accounted qualify for accounting treatment as a pooling of interests under GAAP. The parties hereby adopt this Agreement as a "plan of reorganization" of Merger Sub and the Company within the meaning of Sections 1.368-2(g) and 1.368-3(a) of the United States Treasury RegulationsAccounting Principle Board Opinion No.
Appears in 2 contracts
Samples: Merger Agreement (Proxicom Inc), Merger Agreement (Proxicom Inc)
TAX AND ACCOUNTING TREATMENT OF THE MERGER. It is intended by the parties hereto that the Merger shall (a) constitute a reorganization of Merger Sub and the Company within the meaning of Section 368(a368(a)2(E) of the Code, and (b) be accounted for as a pooling of interests under GAAPGAAP and the rules and regulations of the SEC. The parties hereby adopt this Agreement as a "plan of reorganization" of Merger Sub and the Company within the meaning of Sections 1.368-2(g) and 1.368-3(a) of the United States Treasury Regulations.
Appears in 2 contracts
Samples: Merger Agreement (Think New Ideas Inc), Merger Agreement (Answerthink Consulting Group Inc)
TAX AND ACCOUNTING TREATMENT OF THE MERGER. It is intended by the parties hereto that the Merger shall (a) constitute a reorganization of Merger Sub and the Company within the meaning of Section 368(a) of the Code, and (b) be accounted for as a pooling of interests under GAAPGAAP and the rules and regulations of the SEC. The parties hereby adopt this Agreement as a "plan of reorganization" of Merger Sub and the Company within the meaning of Sections 1.368-2(g) and 1.368-3(a) of the United States Treasury Regulations.
Appears in 2 contracts
Samples: Merger Agreement (Advanced Communication Systems Inc), Merger Agreement (Titan Corp)
TAX AND ACCOUNTING TREATMENT OF THE MERGER. It is intended by the parties hereto that the Merger shall (a) constitute a reorganization of Merger Sub and the Company within the meaning of Section 368(a) 368 of the Internal Revenue Code of 1986, as amended (the "Code, ") and (b) be accounted qualify for accounting treatment as a pooling of interests under GAAPinterests. The parties hereby adopt this Agreement as a "plan of or reorganization" of Merger Sub and the Company within the meaning of Sections 1.368-2(g1.3682(g) and 1.368-3(a) of the United States Treasury Regulations.. ARTICLE II
Appears in 1 contract
Samples: Merger Agreement (Hagler Bailly Inc)
TAX AND ACCOUNTING TREATMENT OF THE MERGER. It is intended by the parties hereto that the Merger shall (a) constitute qualify as a reorganization of Merger Sub and the Company within the meaning of Section 368(a) of the Code, and (b) be accounted for as a "pooling of interests interests" under GAAPGAAP and the rules and regulations of the SEC. The parties hereby adopt this Merger Agreement as a "plan of reorganization" of Merger Acquiror Sub and the Company within the meaning of Sections 1.368-2(g) and 1.368-3(a) of the United States Treasury Regulations.
Appears in 1 contract
Samples: Merger Agreement (Eglobe Inc)
TAX AND ACCOUNTING TREATMENT OF THE MERGER. It is intended by the The parties hereto intend that the Merger shall (a) constitute a reorganization of Merger Sub and the Company Waves within the meaning of Section 368(a) of the Code, and (b) be accounted for as a pooling of interests purchase under GAAP. The parties hereby adopt this Agreement as a "βplan of reorganization" β of Merger Sub and the Company Waves within the meaning of Sections 1.368-2(g) and 1.368-3(a) of the United States Treasury Regulations.
Appears in 1 contract
TAX AND ACCOUNTING TREATMENT OF THE MERGER. It is intended by the parties hereto that the Merger shall (a) constitute a reorganization of Merger Sub and the Company within the meaning of Section 368(a) 368 of the Internal Revenue Code of 1986, as amended (the "Code, ") and (b) be accounted qualify for accounting treatment as a pooling of interests under GAAPinterests. The parties hereby adopt this Agreement as a "plan of reorganization" of Merger Sub and the Company within the meaning of Sections 1.368-2(g) and 1.368-3(a) of the United States Treasury Regulations.Company
Appears in 1 contract
Samples: Merger Agreement (Proxicom Inc)
