Disclosure Record. (a) Since the Applicable Date, the Company has filed or furnished on a timely basis with the applicable Canadian Securities Regulators and the SEC all material documents required to be filed by the Company with such Canadian Securities Regulators and the SEC, as applicable. (b) The Company has not otherwise completed any “significant acquisition” or “significant disposition,” nor, as of the date hereof, are there any “probable acquisitions” (as such terms are used in NI 44-101 and Form 44-101F1) that would require the filing of a business acquisition report. (c) Each of the documents filed or furnished as part of the Disclosure Record since the Applicable Date and prior to the execution and delivery of this Agreement, at the time of its filing or being furnished, or with respect to any circular filed, on the date of the applicable meeting (or, if amended or supplemented, as of the date of the last such amendment or supplement), complied in all material respects with applicable securities Laws. Each of the documents filed or furnished as part of the Disclosure Record since October 10, 2018 and prior to the execution and delivery of this Agreement has complied in all material respects with the guidance set out in Staff Notice 51-357 of the Canadian Securities Administrators. (d) No documents filed or furnished with Canadian Securities Regulators as part of the Disclosure Record since the Applicable Date and prior to the execution and delivery of this Agreement contains any Misrepresentation. The Company has not filed any confidential material change report (which at the date of this Agreement remains confidential) or any other confidential filings (including redacted filings) filed to or furnished with, as applicable, any Canadian Securities Regulator or the SEC. To the Knowledge of the Company, there are no outstanding or unresolved comments in comments letters from any Canadian Securities Regulator or the SEC with respect to any part of the Disclosure Record and neither the Company nor any part of the Disclosure Record is the subject of an ongoing audit, review, comment or investigation by any Canadian Securities Regulator, the SEC, TSX or Nasdaq.
Appears in 2 contracts
Sources: Subscription Agreement (Cronos Group Inc.), Subscription Agreement (Altria Group, Inc.)
Disclosure Record. (a) Since the Applicable Reference Date, the Company has filed or furnished on a timely basis with the applicable Canadian Securities Regulators and the SEC all material documents required to be filed by the Company with such Canadian Securities Regulators and the SEC, as applicableRegulators.
(b) The Except for the purchase of all of the issued and outstanding Class “A” Shares of IsoCanMed, the Company has not otherwise completed any “significant acquisition” or “significant disposition,” nor, as of the date hereof, are there any “probable acquisitions” (as such terms are used in NI 44-101 and Form 44-101F1) that would require the filing of a business acquisition report.
(c) Each of the documents filed or furnished as part of the Disclosure Record since the Applicable Reference Date and prior to the execution and delivery of this Agreement, at the time of its filing or being furnished, or with respect to any circular filed, on the date of the applicable meeting (or, if amended or supplemented, as of the date of the last such amendment or supplement), complied in all material respects with applicable securities Laws. Each of the documents filed or furnished as part of the Disclosure Record since October 10, 2018 and prior to the execution and delivery of this Agreement has complied in all material respects with the guidance set out in Staff Notice 51-357 of the Canadian Securities Administrators, except for additional disclosure included in the Disclosure Record subsequent to the Company’s correspondence with the Ontario Securities Commission on an issue oriented continuous disclosure review regarding the matters covered in Staff Notice 51-357 of the Canadian Securities Administrators, copies of which have been provided to the Purchaser.
(d) No documents filed or furnished with Canadian Securities Regulators as part of the Disclosure Record since the Applicable Reference Date and prior to the execution and delivery of this Agreement contains any Misrepresentation. The Company has not filed any confidential material change report (which at the date of this Agreement remains confidential) or any other confidential filings (including redacted filings) filed to or furnished with, as applicable, any Canadian Securities Regulator or the SECRegulator. To the Knowledge of the Company, there are no outstanding or unresolved comments in comments letters from any Canadian Securities Regulator or the SEC with respect to any part of the Disclosure Record and neither the Company nor any part of the Disclosure Record is the subject of an ongoing audit, review, comment or investigation by any Canadian Securities Regulator, Regulator or the SEC, TSX or NasdaqExchange.
Appears in 1 contract
Sources: Subscription Agreement