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Contract analysis

Clause-by-clause risk read on any document of the firm. Pick a contract, or open any document from a matter.

Contract analysis / regulatory-conditions-tracker.xlsx
regulatory-conditions-tracker.xlsx
1041-00003 · 5 clauses
High · 0 Medium · 0 Standard · 0
Section 7.1(a) — HSR Act | Expiration or termination of all waiting periods under the HSR
Section 7.1(a) — HSR Act | Expiration or termination of all waiting periods under the HSR Act applicable to the consummation of the Merger | HSR Act Pre-Merger Notification | Yes | March 11, 2024 | Initial 30-day waiting period expired; no Second Request. Condition satisfied.
Section 7.1(b) — UK CMA | Receipt of unconditional clearance from the UK Competition and M
Section 7.1(b) — UK CMA | Receipt of unconditional clearance from the UK Competition and Markets Authority or expiration of applicable Phase 1 review period without reference to Phase 2 | UK CMA Merger Notice (Case No. ME/7184/24) | Yes | April 3, 2024 | CMA Phase 1 unconditional clearance granted. Condition satisfied.
Section 7.1(c) — No Governmental Order | No order, injunction, decree, or ruling by any go
Section 7.1(c) — No Governmental Order | No order, injunction, decree, or ruling by any governmental authority of competent jurisdiction shall be in effect that prohibits, restrains, or makes illegal the consummation of the Merger | All jurisdictions | Yes | July 2, 2024 | Final regulatory condition confirmed July 2, 2024 — no impediment order in any jurisdiction. All parties agreed to proceed to closing on July 9, 2
Section 7.1(d) — Stockholder Approval | Approval of the Merger Agreement by holders of a m
Section 7.1(d) — Stockholder Approval | Approval of the Merger Agreement by holders of a majority of the outstanding shares of Cloudium common stock entitled to vote | N/A (corporate governance, not regulatory) | Yes | May 20, 2024 | Stockholder special meeting held May 20, 2024. 82.4% of shares voted in favor. Condition satisfied.
Section 7.1(e) — SEC Effectiveness | Proxy statement declared effective by the SEC with no
Section 7.1(e) — SEC Effectiveness | Proxy statement declared effective by the SEC with no unresolved comments | SEC (proxy review) | Yes | April 15, 2024 | Definitive Proxy Statement filed April 15, 2024. No SEC comments requiring amendment. Condition satisfied.