Diamond Foods definition

Diamond Foods has filed with the Securities and Exchange Commission (the "Commission") a registration statement on Form S-1 (No. 333 - 123576), including the related preliminary prospectus or prospectuses, covering the registration of the Securities under the Securities Act of 1933, as amended (the "1933 Act"). Promptly after execution and delivery of this Agreement, Diamond Foods will prepare and file a prospectus in accordance with the provisions of Rule 430A ("Rule 430A") of the rules and regulations of the Commission promulgated under the 1933 Act (the "1933 Act Regulations") and paragraph (b) of Rule 424 ("Rule 424(b)") of the 1933 Act Regulations. The information included in such prospectus that was omitted from such registration statement at the time it became effective but that is deemed to be part of such registration statement at the time it became effective pursuant to paragraph (b) of Rule 430A is referred to as "Rule 430A Information." Each prospectus used before such registration statement became effective, and any prospectus that omitted the Rule 430A Information, that was used after such effectiveness and prior to the execution and delivery of this Agreement, is herein called a "preliminary prospectus." Such registration statement, including the exhibits and any schedules thereto, at the time it became effective, and including the Rule 430A Information, is herein called the "Registration Statement." Any registration statement filed pursuant to Rule 462(b) of the 1933 Act Regulations is herein referred to as the "Rule 462(b) Registration Statement," and after such filing the term "Registration Statement" shall include the Rule 462(b)
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Diamond Foods means Diamond Foods, Inc., a Delaware corporation.
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Examples of Diamond Foods in a sentence

  • All communications intended for the Company shall be sent to: Diamond Foods, Inc.

  • Diamond Foods is a corporation duly organized and existing under the Delaware General Corporation Law (“DGCL”) and is a wholly owned subsidiary of Diamond Growers.

  • The Amended and Restated Bylaws of Diamond Foods attached as Exhibit 2 to this Agreement shall be the Bylaws of the Surviving Corporation upon the effectiveness of the registration statement under the Securities Act relating to the Initial Public Offering, until duly amended.

  • The Amended and Restated Certificate of Incorporation of Diamond Foods attached as Exhibit 1 to this Agreement shall be the Certificate of Incorporation of the Surviving Corporation upon the effectiveness of the registration statement under the Securities Act relating to the Initial Public Offering, until duly amended.

  • All notices or other communications which are required or permitted hereunder shall be in writing and sufficient if delivered by hand, by facsimile transmission, by registered or certified mail, or by courier or overnight carrier, to the persons at the addresses set forth below (or at such other address as may be provided hereunder), and shall be deemed to have been delivered as of the date so delivered: Diamond Growers/ Diamond Foods: Diamond Walnut Growers, Inc.

  • Seller agrees that from the date this Agreement is executed by Seller, Purchaser and its agents, upon reasonable notice, shall have the right to enter the Property for all lawful purposes in connection with this Agreement.

  • Diamond Foods shall be the Surviving Corporation resulting from the Merger (“Surviving Corporation”), shall have the name “Diamond Foods, Inc.” and shall continue to be governed by the DGCL.

  • Develop and maintain quality control standards consistent with those standards described in the Quality Agreement.

  • The registration statement of Diamond Foods filed under the Securities Act with respect to the offer, sale and issuance of Diamond Foods Common Stock in the Merger shall have become effective and shall not be the subject of any stop order suspending its effectiveness or to any proceeding seeking such an order.

  • The Exchange Agent shall deliver to each Member as soon as reasonably practicable (i) a notice setting forth the number of shares of Diamond Foods Common Stock issued to such Member pursuant to this Agreement and (ii) any cash to which such Member is entitled.