Parent Proxy

Parent Proxy. None of the information to be supplied by Target for inclusion in (a) the proxy statement relating to the Target Meeting (as defined below) (also constituting the prospectus in respect of Parent Common Shares into which Target Common Shares will be converted) (the "Proxy/Prospectus") to be filed by Target and Parent with the SEC, and any amendments or supplements thereto, (b) the proxy statement or comparable document relating to the Parent Meeting (as defined below) (the "Parent Proxy") to be... mailed by Parent to its shareholders and its Nomad (as defined below), and any amendments or supplements thereto, or (c) the Registration Statement on Form S-4 (the "Registration Statement") to be filed by Parent with the SEC in connection with the Merger, and any amendments or supplements thereto, will, at the respective times such documents are filed, and, in the case of the Proxy/Prospectus and the Parent Proxy, at the time such documents or any amendment or supplement thereto is first mailed to the Target and Parent stockholders, at the time of the Target Meeting and the Parent Meeting and at the Effective Time, and, in the case of the Registration Statement, when it becomes effective under the Securities Act, contain any untrue statement of a material fact or omit to state any material fact required to be made therein or necessary in order to make the statements made therein, in light of the circumstances under which they were made, not misleading. View More