S-4 Prospectus definition

S-4 Prospectus shall refer to the prospectus filed pursuant to Rule 424(b) from and after the time such prospectus is filed with or mailed to the Commission for filing. The S-1 Registration Statement and the S-4 Registration Statement are collectively referred to herein as the "Registration Statement." The S-1 Prospectus and the S-4 Prospectus are collectively referred to herein as the "Prospectus."
Sample 1Sample 2
S-4 Prospectus means: (i) as the context dictates, the proxy statement/prospectus relating to the Company's offer to exchange its securities for those of the Hemet and/or Valley, as the case may be, in the form in which it is first filed with the Commission pursuant to Rule 424(b) of the Rules and Regulations; or (ii) if no filing pursuant to Rule 424(b) of the Rules and Regulations is required, the form of final joint proxy statement/prospectus included in the Bank S-4 at the time it becomes effective. A Registration Statement on Form 8-A (the "Form 8-A") with respect to the common stock of the Company has been prepared in conformity with the requirements of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the Exchange Act and the rules and regulations of the Securities and Exchange Commission thereunder. Such Form 8-A has been filed with the Commission or will be filed not later than the time when the Registration Statement becomes effective.
Sample 1
S-4 Prospectus has the meaning set forth in Section 4.7.
Sample 1

Examples of S-4 Prospectus in a sentence

  • The Provident Parties, E.N.B., Ellenville and their respective subsidiaries have no material liability of any kind, contingent or otherwise, except as reflected in the financial statements filed as part of the Registration Statement or otherwise set forth in the Prospectus, or as to E.N.B. or Ellenville, as set forth in the S-4 Prospectus.

  • The Form 10-K, the Forms 10-Q and the S-4 Prospectus, as of their respective filing dates, complied as to form in all material respects with the Exchange Act and the Securities Act, as applicable, and did not contain any untrue statement of a material fact or omit to state any 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.

  • Further to that which is stated in Section 2.6.4 above, the Purchasing Company will publish the final S-4 Prospectus in Israel as well as a prospectus under which the Purchaser will offer to the Entitled Shareholders the Share Consideration in accordance with the Merger Agreement as well as for the purpose of registering its shares for dual listing on the Stock Exchange (the Prospectus of the Purchaser”).

  • Buyer has furnished each Seller with a true, correct and complete copy (without exhibits) of the Form 10-K, the Forms 10-Q and the S-4 Prospectus.

  • As disclosed in the Prospectus/Consent Solicitation filed on Form S-4 ("Prospectus") with the SEC, the prices for the sale of Courtyard by Marriott Units for the twelve months ended November 30, 1997 were: High - $60,000; Low - $30,000; Weighted Average - $45,635.

  • The final S-4 Prospectus, after being declared effective by the SEC, will be attached to an updated invitation of meeting together with a voting slip prior to the date of the Meeting.

  • Such Seller has been furnished with a copy of Buyer's Annual Report on Form 10-K for the year ended December 31, 2001, as filed with the SEC (the "Form 10-K"), Buyer's Quarterly Reports on Form 10-Q for the quarters ended March 31, 2002 and June 30, 2002 (the "Forms 10-Q") and Buyer's prospectus forming a part of its registration statement on Form S-4 dated May 10, 2002 (Registration No. 333-87074) (the "S-4 Prospectus").

  • The Prospectus, the S-4 Prospectus, the Form 10-K and the Forms 10-Q (collectively, the "TKOG SEC REPORTS") have been timely filed pursuant to the Securities Act or the Exchange Act, as applicable.


More Definitions of S-4 Prospectus

S-4 Prospectus shall refer to the prospectus filed pursuant to Rule 424(b) from and after the time such prospectus is filed with or mailed to the Commission for filing. The S-1 Registration Statement and the S-4 Registration Statement are collectively referred to herein as the "Registration Statement." The S-1 Prospectus and the S-4 Prospectus are collectively referred to herein as the "Prospectus." Concurrently with the execution of this Agreement, the Company is delivering to the Agent copies of the Prospectus to be used in the Subscription and Community Offering. The Prospectus contains information with respect to the Association, the Company and the Common Stock.
Sample 1
S-4 Prospectus means the Prospectus used in connection with the S-4 Registration Statement.
Sample 1

Related to S-4 Prospectus

  • U.S. Prospectus means a prospectus that has been prepared in accordance with the disclosure and other requirements of U.S. federal securities law for an offering of securities registered under the 1933 Act.

  • IPO Prospectus means the final prospectus of the Purchaser, dated October 14, 2015, and filed with the SEC on October 15, 2015 (File No. 333-206435).

  • Statutory Prospectus with reference to a particular time means the prospectus included in a Registration Statement immediately prior to that time, including any 430A Information or 430C Information with respect to such Registration Statement. For purposes of the foregoing definition, 430A Information shall be considered to be included in the Statutory Prospectus as of the actual time that form of prospectus is filed with the Commission pursuant to Rule 424(b) or Rule 462(c) and not retroactively.

  • Final Prospectus means the prospectus supplement relating to the Securities that was first filed pursuant to Rule 424(b) after the Execution Time, together with the Base Prospectus.

  • Basic Prospectus means the prospectus referred to in paragraph 1(a) above contained in the Registration Statement at the Effective Date including any Preliminary Final Prospectus.

  • Shelf Prospectus means the prospectus included in the Shelf ---------------- Registration Statement, including any preliminary prospectus, and any amendment or supplement thereto, including any supplement relating to the terms of the offering of any portion of the Shelf Registrable Securities covered by the Shelf Registration Statement, and in each case including all material incorporated by reference therein.

  • Base Prospectus means the base prospectus referred to in paragraph 1(a) above contained in the Registration Statement at the Execution Time.

  • Prospectus means the prospectus included in any Registration Statement, as supplemented by any and all prospectus supplements and as amended by any and all post-effective amendments and including all material incorporated by reference in such prospectus.

  • Pricing Prospectus means the Preliminary Prospectus, if any, and the Base Prospectus, each as amended and supplemented immediately prior to the Applicable Time, including any document incorporated by reference therein and any prospectus supplement deemed to be a part thereof.

  • Canadian Prospectus means the Canadian Prospectus Supplement (and any additional Canadian prospectus supplement prepared in accordance with the provisions of this Agreement and filed with the Canadian Qualifying Authorities in accordance with Canadian Securities Laws) together with the Canadian Base Prospectus;

  • Preliminary Prospectus means any preliminary prospectus referred to in paragraph 1(a) above and any preliminary prospectus included in the Registration Statement at the Effective Date that omits Rule 430A Information.

  • U.S. Prospectus Supplement has the meaning given to it in the fifth paragraph of this Agreement;

  • U.S. Preliminary Prospectus means the Canadian Preliminary Prospectus with such deletions therefrom and additions thereto as are permitted or required by Form F-10 and the applicable rules and regulations of the SEC, included in the Initial Registration Statement as amended at such time, including the Documents Incorporated by Reference therein;

  • U.S. Base Prospectus has the meaning set forth in Section 1(b) hereof.

  • Canadian Prospectus Supplement means the most recent prospectus supplement to the Canadian Base Prospectus relating to the Shares filed by the Company with the Canadian Qualifying Authorities in accordance with Canadian Securities Laws. As used herein, “Canadian Prospectus” means the Canadian Prospectus Supplement (and any additional Canadian prospectus supplement prepared in accordance with the provisions of this Agreement or any Terms Agreement and filed with the Canadian Qualifying Authorities in accordance with Canadian Securities Laws) together with the Canadian Base Prospectus.

  • Initial Prospectus Supplement means the prospectus supplement of the Company relating to the Securities, including the accompanying Base Prospectus, to be prepared and filed by the Company with the SEC pursuant to Rule 424(b)(5) under the Securities Act and in accordance with Section 5(a) hereof, together with all documents and information incorporated therein by reference.

  • Preliminary Prospectus Supplement means any preliminary prospectus supplement to the Base Prospectus which describes the Securities and the offering thereof and is used prior to filing of the Final Prospectus Supplement, together with the Base Prospectus.

  • U.S. Final Prospectus means the Canadian Final Prospectus with such deletions therefrom and additions thereto as are permitted or required by Form F-10 and the applicable rules and regulations of the SEC, included in the Registration Statement at the time it becomes effective, including the Documents Incorporated by Reference;

  • Proxy Statement/Prospectus has the meaning set forth in Section 6.03(a).

  • Final Prospectus Supplement means the prospectus supplement relating to the Securities that was first filed pursuant to Rule 424(b) after the Execution Time, together with the Base Prospectus.

  • Canadian Preliminary Prospectus means the Initial Canadian Preliminary Prospectus, as amended by the Amended and Restated Canadian Preliminary Prospectus, including the Documents Incorporated by Reference;

  • Preliminary Final Prospectus means any preliminary prospectus supplement to the Basic Prospectus which describes the Securities and the offering thereof and is used prior to filing of the Final Prospectus, together with the Basic Prospectus.

  • Interim Prospectus Supplement means the prospectus supplement relating to the Shares prepared and filed pursuant to Rule 424(b) from time to time as provided by Section 4(x) of this Agreement.

  • Pre-Pricing Prospectus means the preliminary prospectus dated June 8, 2021 relating to the Securities in the form first furnished to the Underwriters for use in connection with the offering of the Securities.

  • Disclosure Package means (i) the Base Prospectus, (ii) the Preliminary Prospectus used most recently prior to the Execution Time, (iii) the Issuer Free Writing Prospectuses, if any, identified in Schedule III hereto, (iv) the final term sheet prepared and filed pursuant to Section 5(b) hereto, if any, and (v) any other Free Writing Prospectus that the parties hereto shall hereafter expressly agree in writing to treat as part of the Disclosure Package.

  • Joint Proxy Statement/Prospectus has the meaning set forth in Section 6.1(a).