Extract to table

No other person or entity within the acquiring person's organizational structure is required to file a separate notification in connection with this transaction

5 million in voting securities value (the threshold above which the size-of-person test is inapplicable), the size-of-person test must also be satisfied

§ 18a(g)(2) provides that any person, or any officer, director, or partner thereof, who files a notification pursuant to Section 7A of the Clayton Act containing a material statement which was false, or who omits a material fact which is required to be stated therein, shall be liable for a civil penalty of not more than the applicable daily penalty amount for each day during which such person is in violation

4(a) of the Equity Purchase Agreement, which provides that the Buyer shall bear all filing fees associated with HSR Act notifications in connection with the proposed transaction

4(a) | Regulatory Filings Obligation — requires the Buyer to make all necessary regulatory filings, including HSR Act notifications, promptly following execution of the EPA; provides that the Buyer shall bear all filing fees associated with HSR Act notifications § 5

4(c) | Reasonable Best Efforts — requires the Buyer and the sellers to use their reasonable best efforts to obtain all required regulatory approvals; expressly provides that neither the Buyer nor any of its affiliates shall be required to divest, hold separate, or otherwise dispose of any assets or businesses in order to obtain regulatory clearance § 6