Material Adverse Change or Effect

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Material Adverse Change or Effect

Many mergers and acquisitions contracts include a material adverse change clause that allows a company to renegotiate or walk away from a deal if the other company or its subsidiaries announces a significant event that may negatively affect its stock price or operations. See also materiality.

Material Adverse Change or Effect

A clause in some merger and acquisition contracts allowing the acquiring to cancel a deal before it is finalized if material information is revealed that negatively impacts the target company's stock price. See also: Due diligence.
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Those risks, uncertainties and other factors include (without limitation): (a) material adverse changes in global economic conditions, alumina or aluminium industry conditions or the markets served by AWAC; (b) changes in production or development costs, production levels or sales agreements; (c) changes in laws, regulations or policies; (d) changes in alumina or aluminium prices or currency exchange rates; (e) Alumina Limited does not hold a majority interest in AWAC and decisions made by majority vote may not be in the best interests of Alumina Limited and (f) the other risk factors summarised in Alumina's Annual Report 2018.
The rating may be sensitive to material adverse changes to any of the rating drivers, notably through weakened financial conditions, heightened staff turnover or deterioration of processes and policies.
of any material adverse changes in the bank's risk profile, particularly
The stable outlook reflects Moody's expectation that there will be no material adverse changes in the framework under which SEC currently operates and that future initiatives to be taken by SEC and the government would adequately adjust the company's capital structure to prevent imbalances.
Actual results may differ materially from those indicated by these forward-looking statements as a result of various important factors including, but not limited to, inability to successfully combine the technologies of Cotendo and Akamai, inability to successfully integrate Cotendo into the business of Akamai, material adverse changes in the financial conditions or operations of Cotendo, substantial delay in the expected closing of the proposed merger, inability to secure all regulatory approvals necessary to effect the proposed merger and other factors that are discussed in the Company's Annual Report on Form 10-K, quarterly reports on Form 10-Q, and other documents periodically filed with the SEC.
The stable outlook reflects Moody's expectation that there will be no material adverse changes in the laws and regulations that would impact the company's business model in the near term and that it will maintain a sound balance sheet liquidity to support its growth.
Meanwhile, any material adverse changes in the terms of the proposed senior unsecured notes, funding plans or investment plans may also lead to a negative rating action, Fitch elaborated.
As discussed in Section I.A, MAE provisions are widely considered to be mechanisms for allocating the risk of material adverse changes or effects arising in the interim period between signing and closing.
There are no conditions relating to financing, [government] approval, landlord consents, or material adverse changes in the company's position."
* Duties and responsibilities of trustee/monitor in relation to material adverse changes.
The rating may be sensitive to material adverse changes to any of the aforementioned rating drivers, notably through weakened financial conditions, heightened staff turnover or deterioration of processes and policies.
result of any material adverse changes in the bank's credit-risk profile,
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