Far point acquisition corp ipo

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If we fail to expand and enhance our operational, financial and management systems in conjunction with our potential future growth, it could have Far point acquisition corp ipo material adverse effect on our business, financial condition and results of operations.

Our research and development relies on evaluations in animals, which is controversial and may become subject to bans or additional regulations. The evaluation of our product candidates in target animals is required to develop and commercialize our product candidates.

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Although our animal testing will be subject to GLP and GCP requirements, as applicable, animal testing in the human pharmaceutical industry and Far point acquisition corp ipo other industries has been the subject of controversy and adverse publicity.

Some organizations and individuals have sought to ban animal testing or encourage the adoption of additional regulations applicable to animal testing.

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To the extent that such bans or regulations are imposed, our research and development activities, and by extension our operating results and financial condition, could be materially, adversely affected. In addition, negative publicity about animal practices by us or in our industry could harm our reputation among potential customers for our products.

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If approved, our product candidates may be marketed in the United States only in the target animals and for the indications for which they are approved, and if we want to expand the approved animals Far point acquisition corp ipo indications, we will need to obtain additional FDA or USDA approvals, which may not be granted. If our product candidates are approved by regulatory authorities, we may market or advertise them only in the specific species and for treatment of the specific indications for which they were approved, which could limit use of the products by veterinarians and pet owners.

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We intend to develop, promote and Far point acquisition corp ipo one or more of our current product candidates for other animals and new treatment indications in the future, but there is no assurance whether or at what additional time and expense we will be able to do so. If we do not obtain marketing approvals for other animals or for new click, our ability to expand our business may be adversely affected.

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Use of a continue reading outside its cleared or approved indications in the animal context is known as extra-label use. Far point acquisition corp ipo the Animal Medicinal Drug Use Clarification Act ofor AMDUCA, veterinarians are permitted to prescribe extra-label uses of certain approved animal drugs and approved human drugs for animals under certain conditions.

Thus, although veterinarians may source the future prescribe and use human-approved products or our products for extra-label uses, we may not promote our products for extra-label uses. If the FDA determines that Far point acquisition corp ipo of our marketing activities constitute promotion of an extra-label use, it could subject us to regulatory enforcement, which could have an adverse impact on our reputation and potential liability to us.

The commercial potential of a product candidate in development is difficult to Far point acquisition corp ipo. The market for our product candidates, or for the pet therapeutics industry as a whole, is uncertain and may be smaller than we anticipate, which could significantly and negatively impact our revenue, results of operations and financial condition.

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It is very difficult to estimate the commercial potential of our any of product candidates, because of the Far point acquisition corp ipo nature of our industry as a whole. The pet therapeutics market continues to evolve, and it is difficult to predict the market potential for what we believe to be the unmet medical needs of pets. The market will depend on important factors such as safety and efficacy compared to other available treatments, including potential human generic therapeutic alternatives with similar efficacy profiles, changing source of care, preferences of veterinarians, the willingness of pet owners to pay for such products, and the availability of competitive source that may emerge either during the product development process Far point acquisition corp ipo after commercial introduction.

If due to one or more of these factors the market potential for our product candidates is less than we anticipate, it could negatively impact our business, financial condition and results of operations.

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Further, the willingness of pet owners to pay for our product candidates, if approved, may Far point acquisition corp ipo less than we anticipate, and may be negatively affected by overall economic Far point acquisition corp ipo.

The current penetration of pet insurance in the United States is low, pet owners are likely to have to pay for our products, if at all, out-of-pocket, and pet owners may not be willing or able to pay for any approved products of ours. Risks Related to Intellectual Property. We currently do not own any issued patents, and there can be no assurance that our patent strategy will be effective to enhance marketing exclusivity.

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Far point acquisition corp ipo We currently do not own any issued patents, and we cannot assure you that patents based on our patent applications will ever be issued. The strength of patents in the field of pet therapeutics involves complex legal and scientific questions and can be uncertain. Our patent applications may fail to result in issued patents in the United States or in other countries. Even if patents do successfully issue, third parties may challenge their validity, enforceability or scope, which may result in such patents being narrowed, invalidated or held unenforceable.

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Furthermore, even if they are unchallenged, our patents, if issued. If we cannot obtain ownership of issued patents covering our product candidates, our business and prospects would be adversely affected. Recent patent reform legislation could increase the uncertainties and costs surrounding the Far point acquisition corp ipo of our patent applications and the enforcement or defense of any patents that issue.

The Leahy-Smith Act includes a number of significant changes to U. These include provisions that affect the way patent applications are prosecuted, redefine prior art, may affect patent litigation, and switch read more U.

The USPTO recently developed new regulations and procedures to govern administration of the Leahy-Smith Act, and many of the substantive changes to patent law associated with the Leahy-Smith Act, and in particular, the first-to-file provisions, only became effective on March 16, Accordingly, it is not clear what, if any, impact the Leahy-Smith Act will have on the operation of our business.

However, the Leahy-Smith Act and its implementation could increase the uncertainties and costs surrounding the prosecution of our patent applications and the enforcement or defense of any patents that issue, all of which could have a material adverse effect on our business and financial condition. There has been substantial litigation regarding patents and other intellectual property rights in the field of therapeutics, as well as patent challenge proceedings, including interference and administrative law proceedings before the United States Patent and Far point acquisition corp ipo Office, or the Far point acquisition corp ipo, and oppositions and other comparable proceedings in foreign jurisdictions.

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Under U. There is no assurance that our current or future product candidates will not infringe existing or future third-party patents.

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We may be unaware of patents already issued to a third party that might be infringed by Far point acquisition corp ipo of our current or future product candidates.

Because patent applications can take many years to issue and may be confidential here eighteen months or more after filing, there may be applications now pending of which we are unaware and which may later result in issued patents that may be infringed by our current or future product candidates.

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In addition, third parties may obtain patents in the future and claim that use of our technologies infringes upon these patents. If a patent infringement suit were brought against us or our collaborators, we or they Far point acquisition corp ipo be read article to stop or delay research, development, manufacturing or sales of the product candidate that is the subject of the suit.

As a result of or in order to avoid potential patent infringement claims, we or our collaborators may be compelled to seek a license from a third party for which we would be required Far point acquisition corp ipo pay license fees or royalties, or both. Moreover, these licenses may not be available on acceptable terms, or at all.

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Even if we or our collaborators were able to obtain such a license, the rights may be nonexclusive, which could allow our competitors access to the same intellectual property. Any of these events could Far point acquisition corp ipo our business and prospects. In addition to possible infringement claims against us, we may Far point acquisition corp ipo subject to here preissuance submission of prior art to the USPTO, or become involved in opposition, derivation, reexamination, inter partes review, post-grant review, or other patent office proceedings or litigation in the United States or elsewhere, challenging our patent rights or the patent rights of others.

If third parties have prepared and filed patent applications in the United States that also claim technology to which we have rights, we may have to participate in interference proceedings in the USPTO to determine the priority of invention.

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We may also become involved in similar opposition proceedings in the European Patent Office or similar offices in other jurisdictions regarding our intellectual property rights with respect to our products and technology.

An adverse Far point acquisition corp ipo in any such submission, proceeding or litigation could reduce the scope of, or invalidate, our patent rights, allow third parties to commercialize our technology or products and compete directly with us, without payment to us, or result in our inability to manufacture or commercialize products without infringing third-party patent rights.

If our efforts to protect the proprietary nature of the intellectual property related to any of our current or future product candidates are not adequate, we may not be able Far point acquisition corp ipo compete effectively in our market.

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We intend to rely upon a combination of regulatory exclusivity periods, patents, trade secret protection, confidentiality agreements, and license agreements to protect the intellectual property related to our current product candidates and our development programs. Composition-of-matter patents on the active ingredients in pharmaceutical products, including pet therapeutics, are generally considered to be the strongest form of intellectual property protection, since such patents provide protection without regard to any particular method of use or manufacture.

We do not have composition-of-matter patents for the active ingredient in our small molecule product candidates, and there is little, if any, such composition-of-matter patent protection available. Moreover, we cannot be certain that the claims in our patent applications covering composition-of-matter of our biologics product candidates will be considered Far point acquisition corp ipo by the USPTO and courts in the United States, or by the patent offices and courts in foreign countries.

Method-of-use patents protect the use of a product for the specified method. This Far point acquisition corp ipo of patent does not prevent a competitor from developing or marketing an identical Far point acquisition corp ipo for an indication that is outside the scope of the patented method.

Moreover, even if competitors do not actively promote their product for our targeted indications for which we may obtain patents, veterinarians may recommend that pet owners use these products extra-label, or pet owners may do so themselves. Although extra-label use may infringe or contribute to the infringement of method-of-use patents, the practice is common and such infringement is difficult to prevent or prosecute.

If the breadth or strength of protection provided by any patents or patent applications we may own, in-license, or pursue with respect to any of our current or future product candidates is threatened, it could threaten our ability to commercialize any of our current or future product candidates. Further, if we encounter delays in our development efforts, the period of time during which we could market any click here our current or future product candidates under any patent protection we obtain would be reduced.

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Even where laws provide protection or we are able to obtain patents, costly and time-consuming litigation may be necessary to enforce and determine the scope of our proprietary rights, and the outcome of such litigation would be uncertain. Moreover, any actions we may bring to enforce our intellectual property against our competitors could provoke them to bring counterclaims against us, and some of our competitors have Far point acquisition corp ipo greater intellectual property portfolios than we have.

We also rely on trade secret protection and confidentiality agreements to protect proprietary know-how that is not patentable or for which we have not filed patent applications, processes for which patents are difficult to enforce and other elements of our product development processes that involve proprietary know-how, information or technology that is not covered by Far point acquisition corp ipo.

Although we require all of our employees to assign their inventions to us, and endeavor to execute confidentiality agreements with all of our employees, consultants, see more and any third parties who have access to our proprietary know-how, information or technology, we cannot be certain that we have executed such agreements with all parties who may have helped to develop our intellectual property or had access to our proprietary information, or that our agreements will not be breached.

We cannot guarantee that our trade secrets and other confidential proprietary information will not be disclosed or that competitors will not otherwise gain access to our trade secrets or independently develop substantially equivalent information and techniques.

If we are unable to prevent material disclosure of the intellectual property related to our technologies to third parties, we will not be able to establish or maintain a competitive advantage in our market, which could materially adversely affect our check this out, results of operations and financial condition.

Any disclosure to or misappropriation by third parties of our confidential proprietary information could enable competitors to quickly duplicate or surpass our technological achievements, thus eroding our competitive position in our market.

We may be involved in lawsuits to protect or enforce any patents issued to Far point acquisition corp ipo, which could be expensive, time-consuming and unsuccessful.

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Competitors may infringe any patents that may issue Far point acquisition corp ipo us, or the patents that we may license. To counter infringement or unauthorized use of any patents we may obtain, we may be required to file infringement claims, which can be expensive and time-consuming to litigate. In addition, if we or one of our future collaborators were to initiate legal proceedings against a third party to enforce a patent covering Far point acquisition corp ipo current product candidates, or one of our future products, the defendant could counterclaim that the patent is invalid or unenforceable.

In patent litigation in the United States, defendant counterclaims. Grounds for a validity challenge could be an alleged failure to meet any of several statutory requirements, including lack of novelty, obviousness or non-enablement.

Grounds for an Far point acquisition corp ipo assertion could be an allegation that someone connected with prosecution of the patent withheld relevant information from the USPTO, or made article source materially misleading statement, during prosecution. Third parties may also raise similar claims before the USPTO, even outside the context of litigation.

The outcome Far point acquisition corp ipo legal assertions of invalidity and unenforceability is unpredictable. We cannot be certain that there is no invalidating prior art, of which we and the patent examiner were unaware during prosecution.

If a defendant were to prevail on a legal assertion of invalidity or unenforceability, we would lose at least part, and perhaps all, of the patent protection on our current or future product candidates. Such a loss of read article protection could have a material adverse impact on our business. Litigation proceedings may fail and, even if successful, may result in substantial costs and distract our management and other employees.

Furthermore, because of the substantial amount of discovery required in connection with intellectual property litigation, there is a risk that some of our confidential information could be compromised by disclosure during this type of litigation. In addition, there could be public announcements of the results of hearings, motions or other interim proceedings or developments. If securities analysts or investors perceive these results to be unsuccessful, it could have an adverse effect on the price of our common stock.

Finally, we may not be able to prevent, alone or with the support of our licensors, misappropriation of our trade secrets or confidential information, particularly Far point acquisition corp ipo countries where the laws may not protect those rights as fully as in the United States.

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Changes in U. As is the case with other biopharmaceutical companies, our success is heavily dependent on intellectual property, particularly patents.

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Obtaining and enforcing patents in the biopharmaceutical industry involves both technological and legal complexity. Therefore, obtaining and enforcing biopharmaceutical patents is costly, time-consuming and inherently uncertain. In addition, the United States has recently enacted and is currently implementing wide-ranging patent reform legislation. The U. Supreme Court has ruled on several patent cases in recent Far point acquisition corp ipo, either narrowing the scope of patent protection available in certain circumstances or weakening the rights of patent owners in certain situations.

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In addition to increasing uncertainty with regard to our ability to obtain patents in the future, this combination of events has created uncertainty with respect to the value of patents, once obtained.

Depending on decisions by the U. Congress, the federal courts, and the USPTO, the laws and continue reading governing patents could change in unpredictable ways that would weaken our ability to obtain new patents or to enforce patents that we might obtain in the future. We may not be able to protect our intellectual property rights throughout the world.

Filing, prosecuting and defending patents on product candidates throughout the world would be prohibitively expensive. Competitors may use our technologies in jurisdictions where we have not obtained patent protection to develop their own products and, further, may export otherwise infringing products to territories where we may obtain patent protection, but where patent enforcement is not as strong as that in the United States.

These products may compete with our products in jurisdictions where we do not have any issued or licensed patents and our patent claims or other intellectual property rights may not be effective or sufficient to prevent them from Far point acquisition corp ipo competing. Many Far point acquisition corp ipo have encountered significant problems in protecting and defending intellectual property rights in foreign jurisdictions.

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The legal systems of certain countries, particularly certain developing countries, do not favor Far point acquisition corp ipo enforcement of patents and other intellectual property protection, particularly those relating to biopharmaceuticals, which could make it difficult for us to stop the infringement of our patents or marketing of competing products in violation of our proprietary rights generally. Further, the laws of some foreign countries do not protect proprietary rights to the same extent or in the same manner as the laws of the United States.

As a result, we may encounter significant problems in protecting and defending our intellectual property both in the United States and abroad. Proceedings to enforce our patent rights in foreign jurisdictions could result in substantial cost and divert our efforts and attention from other aspects of our business. We have no registered trademarks for our company name or for our current product continue reading in the United States or Far point acquisition corp ipo other countries, and failure to obtain those registrations could adversely affect our business.

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Although we have filed a trademark application for our company name and for our CereKin and AtoKin product candidates in the United States, our applications have not been granted and the corresponding Far point acquisition corp ipo have not been registered in the United States.

We have not filed for these or other trademarks in any other countries.

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During trademark registration proceedings, we may receive rejections. If so, we will have an opportunity to respond, but we may be unable to overcome such. In addition, USPTO and comparable agencies in many foreign jurisdictions may permit third parties to oppose pending trademark applications and to seek to cancel registered trademarks.

If opposition or cancellation see more are filed against any of our trademark applications or any registered trademarks, our trademarks may not survive such proceedings. Far point acquisition corp ipo, any name we propose to use with our product candidates in the United States must be approved by the FDA or the USDA, regardless of whether we have registered or applied Far point acquisition corp ipo register as a trademark.

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The FDA typically conducts a review of Far point acquisition corp ipo product names, including an evaluation of potential for confusion with other product names. If the FDA or the USDA objects to any of our proposed proprietary product names, we may be required to expend significant additional resources in an effort to identify a suitable substitute name that would qualify under applicable trademark laws, not infringe the existing rights of third parties Far point acquisition corp ipo be acceptable to the FDA or USDA.

We may be subject to claims that our employees, consultants or independent contractors have wrongfully used or disclosed confidential information of third parties. We have received confidential and proprietary information from third parties. In addition, we employ individuals who were previously employed at other biotechnology, pharmaceutical or animal health companies.

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Litigation may be necessary to defend against any such claims. Even if we are successful in defending against any such claims, such litigation could result in substantial cost Far point acquisition corp ipo be a distraction to our management and employees.

Xerox Holdings Corp. Also, Carlyle Group Inc. The deal, announced at the end ofvalued the American Express Co.

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Slow IPOs. Software maker Procore Technologies Inc. At least three companies that got as far as picking dates for their share sales have delayed their listings, according to data compiled by Bloomberg. Fifteen companies filed to withdraw their IPOs this year, the data show. That includes industrial software maker Far point acquisition corp ipo Corp.

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Required Vote. Approval of the warrant amendment proposal requires the written consent of the holders of at least a majority of the outstanding Liberty warrants as of the record date. In JuneLiberty was formed as a blank check company with the business purpose of completing a business combination transaction with one or more operating businesses. Liberty engaged Tegris Advisors LLC, or Tegris, in the fall of as a financial advisor to assist Liberty in its ongoing efforts to identify appropriate business combination opportunities.

As part of the investigation of capital raising opportunities for Prisa, throughout the second and third quarters ofVioly evaluated potential investors in Prisa. During the course of this evaluation, Liberty arose as a potential investor due to previous relationships among representatives of Liberty, Violy and Prisa.

Towards the end of Septembera representative of Tegris Far point acquisition corp ipo a Far point acquisition corp ipo of Violy regarding the go here of an investment by Liberty in Santillana, the publishing division of Prisa, following earlier attempts by Tegris to discuss such an investment with other advisors to Prisa.

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In early Octoberrepresentatives of Violy and Tegris discussed the possibility Far point acquisition corp ipo a business combination. Shortly following this initial contact, in mid October Far point acquisition corp ipo, representatives from Tegris and Violy exchanged publicly available information regarding Prisa and Liberty and discussed the potential advantages of a business combination between the two companies.

Following discussions with Violy regarding the potential benefits of possible business combination with Liberty, Prisa authorized Violy to provide Tegris additional information about Prisa and its businesses and conduct further exploratory conversations with Liberty and its advisors. During late OctoberMr.

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Berggruen to discuss a potential business combination involving Prisa and Liberty and to arrange a telephone call between the principals to further explore this possibility.

Shortly afterwards, representatives of Prisa and of Liberty and their financial advisors participated in a telephone Far point acquisition corp ipo regarding such potential business combination.

The representatives from Violy explained the preliminary terms that had been discussed by the parties, and on this basis, the executive committee authorized Mr. Over the Far point acquisition corp ipo several days, representatives of the parties and their financial and legal advisors discussed by telephone and in person, and exchanged drafts regarding, the proposed terms and structure of the proposed business combination.

Time cover Bitcoin magazine mid to late Januaryrepresentatives of Liberty, Prisa, and their respective financial advisors and legal counsels participated in multiple meetings and conference calls to conduct their respective due diligence investigations and to discuss the proposed terms of Far point acquisition corp ipo business combination.

During this period, the parties and their legal counsel discussed structuring alternatives for a business combination of Liberty and Prisa, and determined that the most desirable structure to effect the proposed business combination in light of Spanish and U. As Prisa required, the parties agreed that the original business combination agreement would be governed by Spanish law, and Messrs.

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Berggruen and Franklin agreed to enter into an indemnification agreement to indemnify Prisa for Far point acquisition corp ipo potential pre-closing liabilities of Liberty. Prisa released the hecho relevante confirming discussions later that day.

Franklin read more the full board of directors on the status of the proposed business combination and stated that negotiations were substantially complete, subject to the satisfactory negotiation of certain remaining matters discussed with the board.

Representatives of Liberty, Prisa and their respective Far point acquisition corp ipo advisors and legal counsels then continued to negotiate and finalize the remaining unresolved points in the original business combination agreement and related transaction documents.

No other amendments or modifications were made to the original business combination agreement at this time. Franklin met with.

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At Messrs. Far point acquisition corp ipo the next several days, representatives of Far point acquisition corp ipo parties and their financial and legal advisors discussed by telephone and in person the proposed revised terms and structure of the business combination.

The executive committee then authorized Mr. Franklin updated the board regarding the discussions with Prisa. Representatives of Liberty, Prisa and their respective financial advisors and legal counsels then continued to negotiate and finalize the third amendment to the original business combination agreement and the original sponsor surrender agreement and the related documents.

Franklin advised the board that the negotiations with Prisa were substantially complete. Liberty Virginia was also joined as a party to the original business combination agreement.

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Franklin met with Mr. Over the next several weeks, representatives of the parties and their financial and legal advisors discussed by telephone and in person the proposed revised terms and structure of the business combination.

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The executive committee authorized Mr. Later in June and during the course of July, Mr. Franklin updated the board regarding the discussions with Prisa and the latest developments regarding such proposed changes.

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Representatives of Liberty, Prisa and their respective financial advisors and legal counsels then continued to negotiate and finalize the amended and restated business combination Far point acquisition corp ipo, the amended and restated sponsor surrender agreement and the related documents.

Kingdom of Spain Jurisdiction of Incorporation or Organization. Not Applicable I.

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Proposed Maximum. Amount of. Represents the maximum number of Prisa ordinary shares and Prisa convertible non-voting shares expected to be issued to security holders of Liberty Acquisition Holdings Corp. Based upon the market value of the Liberty Acquisition Holdings Corp. Prisa Far point acquisition corp ipo not issue these securities until the registration statement filed with the Securities and Exchange Commission is effective.

Redemption Rights. Listing of Prisa ADSs.

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The Share Exchange. Exercise of Election. Reasonable Best Efforts. Good Faith Efforts. Prisa Warrant Issuance. Board of Directors. Adjournment Proposal. Share Capital.

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Organizational Structure. Trend Information.

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Legal Proceedings. Material Contracts. Liberty Virginia Bylaws. Plan of Merger. Plan of Share Exchange. We encourage you to read the entire business combination agreement carefully. This document constitutes a prospectus of Prisa with respect to the Prisa shares that it will issue in the proposed business combination.

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This document also constitutes Far point acquisition corp ipo proxy statement of Liberty by which Liberty is soliciting proxies for use at the special meetings of its common stockholders and warrantholders discussed in this document. What matters will warrantholders act on at the special meeting of warrantholders? What matters will stockholders consider at the special meeting of stockholders?

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At the Liberty special meeting of stockholders, Liberty will ask its common stockholders to vote in favor of the following proposals:. Why is Liberty selling shares of preferred stock prior to the consummation of the business combination?

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What happens if I do not submit a form of election Far point acquisition corp ipo respect to any or all of the shares of Liberty common stock that I hold, or if my form of election is deemed to be invalid? You bear the risk of delivery and Far point acquisition corp ipo send any form of election by courier or by hand to the appropriate addresses show more info the form of election. Do I have to make the same election with respect to all of the shares of Liberty common stock I hold?

Can I change my election after the form of election has been submitted?

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A: Yes. What is the value of the mixed consideration I will Far point acquisition corp ipo if the business combination is completed? Unless the warrant amendment proposal is approved, none of the Far point acquisition corp ipo proposals will be presented to the stockholders of Liberty. What will happen upon the consummation of the business combination? Upon the consummation of the business combination, Liberty will merge with and into Liberty Virginia, with Liberty Virginia surviving the merger and the stockholders and warrantholders of Liberty becoming stockholders and warrantholders of Liberty Virginia.

If Liberty Virginia and Prisa complete the business combination, all of your warrants will be automatically exchanged in the warrant exchange for the combination of cash and Prisa ADSs, as described above, even if you did not give your consent to the warrant amendment proposal, and you will no longer hold any warrants.

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Since in and Promotora de Informaciones, S. All unpaid amounts of the minimum dividend will accumulate until paid. Liberty has been in search of a business combination partner since completing its IPO in December What vote is required to approve the proposals to be presented at the special meeting of stockholders?

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The approval and adoption of the business combination proposal requires the affirmative vote of at least Far point acquisition corp ipo majority of the shares of Liberty common stock outstanding as of the record date.

Broker non-votes, while considered present for the purposes of establishing a quorum, will have no effect on the stockholder adjournment proposal. These interests include:. Do I have redemption rights in connection with the business combination?

The Liberty warrants do not have any redemption rights in connection with the proposed business combination. It does not. However, if the business combination is completed and you exercised redemption.

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If Far point acquisition corp ipo wish to exercise your redemption rights, you must do so with respect to all of your shares of Liberty common stock, whereas you may make a cash election with respect to any or all of your shares of Liberty common stock. What happens if I vote my shares against the business combination proposal and exercise my redemption rights? If Prisa Far point acquisition corp ipo Liberty do not complete the business combination, then your shares will not be redeemed for cash in connection with the business combination, even if you validly exercised your redemption rights.

If you vote your shares against the business combination proposal, validly exercise your redemption rights and Prisa and Liberty complete the business combination, your shares will be redeemed and you will be entitled to receive cash for such shares source described below.

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If I have redemption rights, how do I exercise them and what will I receive? If Prisa and Liberty do not complete the business combination, then your shares will not be redeemed for cash at this time, even if you have validly exercised your redemption rights.

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Any valid exercise of redemption rights, once made, may be withdrawn at any time up to immediately prior to the vote on the business combination proposal at the special meeting of Liberty stockholders or any adjournment or postponement thereof. Furthermore, if you deliver a stock certificate for redemption and subsequently decide prior to the vote on the business combination proposal at the special meeting not to elect redemption, you may simply request that the transfer agent return the shares in certificated form or electronically to you.

Please note, however, that once the vote on the business combination proposal Far point acquisition corp ipo taken at the special meeting read more Liberty stockholders, you may not withdraw your request for redemption and request the return of your stock either in certificated Far point acquisition corp ipo or electronically.

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What if I object to the proposed business combination? What happens to the funds deposited in the trust account after consummation of the business combination? What happens if the business combination agreement is terminated or the business combination with Prisa is otherwise abandoned?

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If the business combination agreement is terminated or the proposed business combination is otherwise abandoned, depending on timing of the termination or abandonment, Liberty will redeem all of the shares of Liberty preferred stock for an amount equal to the purchase price paid for such shares plus all interest accrued on the funds in the preferred Far point acquisition corp ipo escrow account and continue to search for a business combination.

Furthermore, the outstanding warrants are not entitled to participate in a liquidating distribution, and the warrants would therefore expire and become worthless if Liberty dissolves and liquidates before completing a business combination. When do you expect Liberty and Prisa to complete the proposed business combination? However, Liberty or Prisa may terminate the business combination agreement in certain circumstances even if warrantholders previously have approved the warrant amendment proposal or stockholders previously have approved the business combination proposal.

You may submit your proxy over the Internet or by signing, more info and returning the enclosed proxy card s in the pre-addressed postage paid envelope. Your vote, Far point acquisition corp ipo your giving of a proxy to vote, in favor of the warrant amendment proposal will be deemed to be your written consent to the proposed amendments to the warrant agreement.

Do I need to attend the Far point acquisition corp ipo meeting of stockholders to vote my shares or the special meeting of warrantholders to vote my warrants?

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However, you do not need to attend the special meeting of stockholders to vote your shares or the special meeting of warrantholders to vote your warrants. Instead, you may submit your proxy over the Internet or by signing, dating and returning the applicable enclosed proxy card s in the pre-addressed postage paid envelope.

Far point acquisition corp ipo vote is important. If I am not going to attend the special meeting of stockholders in person, should I return my proxy card instead? Then return the proxy card in the return envelope provided as soon as possible, so that your shares Far point acquisition corp ipo be represented at the special meeting.

If I am also a warrantholder and I am not going to attend the special meeting of warrantholders in person, should I participate in the warrant amendment? An abstention, since it is not an affirmative vote in favor of the warrant amendment proposal, will have the same effect as a vote against the warrant amendment proposal. Then return the proxy card in the return envelope provided as soon as possible, so that your warrants may be represented at the special meeting.

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If your shares or warrants are held in street name by a broker or other nominee, you must contact the broker or nominee to change your vote.

If your broker holds your shares or warrants in its name and you do not give the broker voting instructions, under the applicable stock exchange rules, your broker may not vote your Far point acquisition corp ipo on the business combination proposal or your warrants on the warrant amendment proposal.

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What is the quorum requirement for the special meeting of Liberty stockholders? A quorum will be present if at least a Far point acquisition corp ipo of the outstanding shares of Liberty common stock are represented by stockholders present at the meeting in person or by proxy. Your shares will be counted towards the quorum only if you submit a valid proxy or your broker, bank or other nominee submits one on your behalf or if you vote in person at the special meeting of Liberty stockholders.

Abstentions and broker non-votes will be counted towards the quorum requirement.

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If there is no quorum, a majority of the shares represented by stockholders present at the special meeting or by proxy, or the presiding officer of the special meeting of stockholders, may authorize adjournment of the special meeting to another date, subject to the written consent of Prisa.

What happens to Liberty warrants I hold if I vote my Liberty shares against approval of the business combination proposal Far point acquisition corp ipo validly exercise my redemption rights?

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If Prisa and Liberty complete the business combination, all of your warrants will be exchanged for cash and Far point acquisition corp ipo Iq option exchange as described above and you will no longer hold any warrants. If Prisa and Liberty do not complete the business combination, the warrant amendment proposal will not be effected and you will continue to hold your warrants. If, after any such adjournments or postponements, either the warrant amendment proposal or the business combination proposal is not approved, then the business combination will not be consummated and Liberty will Far point acquisition corp ipo required to redeem all of the shares of Liberty preferred stock for an amount equal to the purchase price paid for such shares plus all interest accrued on the funds in the preferred shares escrow account and, if time permits, Liberty would continue to search for a business combination.

How is this proxy solicitation being conducted and who is paying for it?

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Must I pay an exercise price in connection with the warrant exchange? Further, the willingness of pet owners to pay for our product candidates, if approved, may be less than we anticipate, and may be negatively affected by overall economic conditions.

The current penetration of pet insurance in the United States is low, pet owners are likely to have to Far point acquisition corp ipo for our products, if at all, out-of-pocket, and pet owners may not be willing or able to pay for any approved products of ours.

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Risks Related to Intellectual Property. We currently do not own any issued patents, and there can be no assurance that our patent strategy will be effective to enhance marketing exclusivity. We currently do not own any issued patents, and we cannot assure you that patents based on our patent applications will ever be Far point acquisition corp ipo.

The strength of patents in the field of pet therapeutics involves complex legal and scientific questions and can be uncertain. Our patent applications may fail to result in issued patents in the United States or in other countries. Even if patents do successfully issue, third parties may challenge their validity, enforceability or scope, which may result in such patents being narrowed, invalidated or held unenforceable.

Furthermore, even if they are unchallenged, our patents, if issued. If we cannot obtain ownership of issued patents covering our Far point acquisition corp ipo candidates, our business and prospects would be adversely affected. Recent patent reform legislation could increase the uncertainties and costs surrounding the prosecution of our patent applications and the enforcement or defense of any patents that issue. The Leahy-Smith Act includes a number of significant click here to U.

These include provisions that affect the way patent applications are prosecuted, redefine prior art, may affect patent litigation, and switch the U.

The USPTO recently developed new regulations and procedures to govern administration of the Leahy-Smith Act, and many of the substantive changes to patent law associated with the Leahy-Smith Act, and in particular, the first-to-file provisions, only became effective on March 16, Accordingly, it is not clear what, if any, impact the Leahy-Smith Act will have on the operation of our business.

However, the Leahy-Smith Act and its implementation could increase the uncertainties and costs surrounding the prosecution of our patent applications and the enforcement or defense of any patents that issue, Far point acquisition corp ipo of which could have a material adverse effect on our business and financial condition.

There has been substantial litigation regarding patents and other intellectual property rights in the field of therapeutics, as well as patent challenge proceedings, including interference and administrative law proceedings before the United States Patent and Trademark Office, or the USPTO, and oppositions and other comparable proceedings in foreign jurisdictions.

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Under U. There is no assurance that our current Far point acquisition corp ipo future product candidates will not infringe existing or future third-party patents. We may be unaware of patents already issued to a third party that might be infringed by one of our current or future product candidates.

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Because http://medrol.site/capp/2020-05-28.php applications can take many years to issue and may be confidential for eighteen months or more after filing, there may be applications now pending of which we are unaware and which may later result in issued patents that may be infringed by our current or here product candidates. In addition, third parties may obtain patents in the future and claim that use of our technologies infringes upon these patents.

If a patent infringement suit were brought against us or our collaborators, we or they Far point acquisition corp ipo be forced to stop or delay research, development, manufacturing or sales of the product candidate that is the subject of the suit. As a result of or in order to avoid potential patent infringement claims, we or our collaborators may be compelled to seek Far point acquisition corp ipo license from a third party for which we would be required to pay license fees or royalties, or both.

Moreover, these licenses may not be available on acceptable terms, or at all.

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Even if we or our collaborators were able to obtain such a license, the rights may be nonexclusive, which could allow our competitors access to the same intellectual property. Any of these events could harm our business and prospects. In addition to possible infringement claims against us, we may be subject to third-party preissuance submission of prior art to the USPTO, or become involved in opposition, derivation, reexamination, inter partes review, post-grant Far point acquisition corp ipo, or other patent office proceedings or litigation in the United States or elsewhere, challenging our patent rights or the here rights of others.

If third parties have prepared and filed patent applications in the United States that also claim technology to which we have rights, we may have to participate in interference proceedings in the USPTO to determine the Far point acquisition corp ipo of invention.

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We may also become involved in similar opposition proceedings in the European Patent Office or similar offices in other jurisdictions regarding our intellectual property rights with respect to our products and technology. An Far point acquisition corp ipo determination in any such submission, proceeding or litigation could reduce the scope of, or invalidate, our patent rights, allow third parties to commercialize our technology or products and compete directly click us, without payment to us, or result in our inability to manufacture or commercialize products without infringing third-party patent Far point acquisition corp ipo.

If our efforts to protect the proprietary nature of the intellectual property related to any of our current or future product candidates are not adequate, we may not be able to compete effectively in our market.

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We intend to rely upon just click for source combination of regulatory exclusivity periods, patents, trade secret protection, confidentiality agreements, and license agreements to protect the intellectual property related to our current product candidates and our development programs.

Composition-of-matter patents on the active ingredients in pharmaceutical Far point acquisition corp ipo, including pet therapeutics, are generally considered to be the strongest form of intellectual property protection, since such patents provide protection without regard to any particular method of use or manufacture.

We do not have composition-of-matter patents for the active ingredient in our small molecule product candidates, and there is little, if any, such composition-of-matter patent protection available.

Moreover, we cannot be certain that the claims in our patent applications covering composition-of-matter of our biologics product candidates will be considered patentable by the USPTO and courts in the United States, or by the patent offices and courts in foreign countries. Method-of-use patents protect the use of a product for the specified method. This type of patent does not prevent a competitor from developing or marketing an identical product for an indication that is outside the scope of the patented method.

Moreover, even if competitors do not actively promote their Far point acquisition corp ipo for our targeted indications for which we may obtain patents, veterinarians may recommend that pet owners use these products extra-label, or pet owners may do so themselves. Although extra-label use may infringe or contribute to the infringement of method-of-use patents, the practice Far point acquisition corp ipo common and such infringement is difficult to prevent or prosecute.

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If the breadth or strength of protection provided by any patents or patent applications we may own, in-license, or pursue with respect to any of our current or future product candidates is threatened, it could threaten our ability to commercialize any of our current or future product candidates.

Further, if we encounter delays in our development efforts, the period of time during which we could market any of our current or future product candidates under any patent protection we obtain would be reduced. Even where just click for source provide protection or we are able to obtain patents, costly and time-consuming litigation may be necessary to enforce and determine the scope of our proprietary rights, and the outcome of such litigation would be uncertain.

Moreover, any actions we may bring to enforce our intellectual Far point acquisition corp ipo against our competitors could provoke them to bring counterclaims against us, and some of our competitors have substantially greater intellectual property portfolios than we have. We also rely on trade secret protection and confidentiality agreements to protect proprietary know-how that is not patentable Far point acquisition corp ipo for which we have not filed patent applications, processes for which patents are difficult to enforce and other elements of our product development processes that involve proprietary know-how, information or technology that is not covered by patents.

Although we require all of our employees to assign their inventions to us, and endeavor to execute confidentiality agreements with all of our employees, consultants, advisors and any third parties who have access to our proprietary know-how, information or technology, Far point acquisition corp ipo cannot be certain that we have executed such agreements with all parties who may have helped to develop our intellectual property or had access to our Far point acquisition corp ipo information, or that our agreements will not be breached.

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We cannot guarantee that our trade secrets and other confidential proprietary information will not be disclosed or that competitors will not otherwise gain access to our trade secrets or independently develop substantially equivalent information and techniques. If we are unable to prevent material disclosure of the intellectual property related to our technologies to third parties, we will not be able to Far point acquisition corp ipo or maintain a competitive advantage in our market, which could materially adversely affect our business, results of operations and financial condition.

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Any disclosure to or misappropriation by third parties of our confidential proprietary information could enable competitors to quickly duplicate or surpass our technological achievements, thus eroding our competitive link in our market. We may be involved in lawsuits to protect or enforce any patents issued to us, which could be Far point acquisition corp ipo, time-consuming and unsuccessful.

Competitors may infringe any patents that Far point acquisition corp ipo issue to us, or the patents that we may license. To counter infringement or unauthorized use of any patents we may obtain, we may be required to file infringement claims, which can be expensive and time-consuming to litigate.

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In addition, if we or one of Far point acquisition corp ipo future collaborators were to initiate legal proceedings against a third party to enforce a patent covering our current product candidates, or one of our future products, the defendant could counterclaim that the patent is invalid or unenforceable. In patent litigation in the United States, defendant counterclaims. Grounds for a validity challenge could be an alleged failure to meet any of several statutory requirements, including lack of novelty, obviousness or non-enablement.

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Grounds for an unenforceability assertion could be an allegation that someone connected with prosecution of the patent withheld relevant information from the USPTO, or made a materially misleading statement, during prosecution. Third parties may also raise similar claims before the USPTO, even outside the context of litigation.

The outcome following legal assertions of invalidity and unenforceability is Far point acquisition corp ipo.

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We cannot be certain that there is no invalidating prior art, of which we and the patent examiner were unaware during prosecution. If a defendant were to prevail on a legal assertion of invalidity or unenforceability, we would lose at least Far point acquisition corp ipo, and perhaps all, of the patent protection on our current or future product candidates.

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Such a loss of patent protection could have a material read article impact on our business. Litigation proceedings may fail and, even if successful, may result in substantial costs and distract our management and Far point acquisition corp ipo employees. Furthermore, because of the substantial amount of discovery required in connection with intellectual property litigation, there is a risk that some of our confidential information could be Far point acquisition corp ipo by disclosure during this type of litigation.

In addition, there could be public announcements of the results of hearings, motions or other interim proceedings or developments. If securities analysts or investors perceive these results to be unsuccessful, it could have an adverse effect on the price of our common stock. Finally, we may not be able to prevent, alone or with the support of our licensors, misappropriation of our trade secrets or confidential information, particularly in countries where the laws may not protect those rights as fully as in the United States.

Changes in U. As is the case with other biopharmaceutical companies, our success is heavily dependent on intellectual property, particularly patents.

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Obtaining and enforcing patents in the biopharmaceutical industry involves both technological and legal complexity. Therefore, obtaining and enforcing biopharmaceutical patents is costly, time-consuming and inherently uncertain. In addition, the United States has recently enacted and is currently implementing wide-ranging patent Far point acquisition corp ipo legislation.

The U. Supreme Court has Far point acquisition corp ipo on several patent cases in recent years, either narrowing the scope of patent protection available in certain circumstances or weakening the rights of patent owners in certain situations.

In addition to increasing uncertainty with regard to our ability to obtain patents in the future, this combination of events has created uncertainty with respect to the value of patents, once obtained. Depending on decisions by the U.

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Congress, the continue reading courts, and the USPTO, the laws and regulations governing patents could change in unpredictable ways that would weaken our ability to obtain new patents or to enforce patents that we might obtain in the future. We may not be able to protect our intellectual property rights throughout the world.

Filing, prosecuting and defending patents on product candidates throughout the world would be Far point acquisition corp ipo expensive. Competitors Far point acquisition corp ipo use our technologies in jurisdictions where we have not obtained patent protection to develop their own products and, further, may export otherwise infringing products to territories where we may obtain patent protection, but where patent enforcement is not as strong as that in the United States.

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These products may compete with our products in jurisdictions where we do not have any issued or licensed patents and our patent claims or other intellectual property rights may not be effective or sufficient to prevent them from so Far point acquisition corp ipo.

Many companies Far point acquisition corp ipo encountered significant problems in protecting and defending intellectual property rights in foreign jurisdictions. The legal systems of certain countries, particularly certain developing countries, do not favor the enforcement of patents and other intellectual property protection, particularly those relating to biopharmaceuticals, which could make it difficult for us to stop the infringement of our patents or marketing of competing products in violation of our proprietary rights generally.

Visit web page, the laws of some foreign countries do not protect proprietary rights to the same extent or in the same manner as the laws of the United States. As a result, we may encounter significant problems in protecting and defending our intellectual property both in the United States and abroad.

Proceedings to enforce our patent rights in foreign jurisdictions could result in substantial cost and divert our efforts and attention from other aspects of our business. We have no registered trademarks for our company name or for our current product candidates in the United States or any other countries, and failure to obtain those registrations could adversely affect our business.

Although we have filed a trademark application for our company name and for our CereKin and AtoKin product candidates in the United States, our applications have not been granted and the Far point acquisition corp ipo marks have not been registered in the United States.

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We have not filed for these or other trademarks in any other countries. During trademark registration proceedings, we may receive rejections. If so, we will have an opportunity to respond, but we may be unable to overcome such.

In addition, USPTO and comparable agencies in many foreign jurisdictions may permit third parties to oppose pending trademark applications and to Far point acquisition corp ipo to cancel registered trademarks.

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If opposition or cancellation proceedings are filed against any of our trademark applications or any registered trademarks, our trademarks may not survive such proceedings. Moreover, any name we propose to use with our product candidates in the United States must be approved by the FDA or the USDA, regardless of whether we have registered or applied to register as a trademark.

The FDA typically conducts a review of proposed product Far point acquisition corp ipo, including an evaluation of potential for confusion with other product names. If the FDA or the USDA objects to any of our proposed proprietary product names, we may be required to expend significant additional resources in an effort to this web page a suitable substitute name that would qualify under applicable trademark laws, not infringe the existing rights of third parties and be acceptable to the FDA or USDA.

We may be subject to claims that our Far point acquisition corp ipo, consultants or Far point acquisition corp ipo contractors have wrongfully used or disclosed confidential information of third parties. We have received confidential and proprietary information from third parties. In addition, we employ individuals who were previously employed at other biotechnology, pharmaceutical or animal health companies.

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Litigation may be necessary to defend against any such claims. Even if we are successful in defending against any such claims, such litigation could result in substantial cost and be a distraction to our management and employees.

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Risks Related to Government Regulation. Even if we receive regulatory approval for any of our current or future product candidates, we will be subject to ongoing FDA, USDA, and EMA obligations and continued regulatory review, which may result in significant additional expense. Additionally, any product candidates, if approved, will be subject to labeling and manufacturing requirements and could be subject to other restrictions. Failure to comply with these regulatory requirements or the occurrence of unanticipated problems with Far point acquisition corp ipo products could result in significant penalties.

If the FDA, USDA, or EMA approves any of our current or future product candidates, the manufacturing processes, labeling, packaging, distribution, adverse event reporting, storage, advertising, promotion and recordkeeping for the product will be please click for source to extensive and ongoing regulatory requirements.

These requirements include submissions of safety and other post-marketing information and reports, establishment registration, and product listing, as well as Far point acquisition corp ipo compliance with GMP, GLP and GCP for any studies that we conduct post-approval. Later discovery Far point acquisition corp ipo previously unknown problems with a product, including adverse events of unanticipated severity or frequency, or with our third-party manufacturers or manufacturing processes, or failure to comply with regulatory requirements, may result in, among other things:.

We cannot predict the likelihood, nature or extent Far point acquisition corp ipo government regulation that may arise from future legislation or administrative action, either in the United States or abroad. If we are slow or unable to adapt to changes in existing requirements or the adoption of new requirements or policies, or if we are not able to maintain regulatory compliance, we may lose any marketing approval that we may have obtained and we may not achieve or sustain profitability, which would adversely affect Far point acquisition corp ipo business.

If approved, any of our current or future products may cause or contribute to adverse medical events that we are required to report to regulatory authorities and, if we fail to do so, we could be subject to Far point acquisition corp ipo that would materially harm our business. If we are successful in commercializing Far point acquisition corp ipo of our current or future product candidates, the regulatory authorities may require that we report certain information about adverse medical events if those products may have caused or contributed to.

The timing of our obligation to report would be triggered by the date we become aware of the adverse event as well as the nature of the event. We may fail to report adverse events we become aware of within the prescribed timeframe.

We may also fail to appreciate that we have become aware of a reportable adverse event, especially if it is not reported to us as an adverse event or if it is an adverse event that is unexpected or removed in time from the use of our products. If we fail to comply with our reporting obligations, the regulatory authorities could take action including criminal prosecution, seizure of our products or delay in approval or clearance of future products.

Legislative or regulatory reforms with respect to pet therapeutics may make it more difficult and costly for us to obtain regulatory clearance or approval of any of our current or future product candidates and to produce, market, and distribute our products after clearance or approval is obtained.

From time to time, legislation is drafted and introduced in the U.

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Congress or EU that could significantly change the statutory provisions governing the testing, regulatory clearance or approval, manufacture, and marketing of regulated products.

Similar changes in laws or regulations can occur in other countries.

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Any new regulations Far point acquisition corp ipo revisions or reinterpretations of existing regulations in the United States or in other countries may impose additional costs or lengthen review times of any of our current or future product candidates. We cannot determine what effect changes in regulations, statutes, legal interpretation or policies, when and if promulgated, enacted or adopted may have on our business in the future.

Los Read more compran suelo en la 'playa' de Madrid para un megaproyecto urbanístico. El Supremo impide recuperar la plusvalía pagada si no se recurrió en su momento. Hacienda rompe la seguridad jurídica con la declaración de Sociedades.

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Style 72 mechanical-t outlet. Tengo una pregunta, Far point acquisition corp ipo compras las hice con bittrex y entre que soy novato y ando bastante indeciso a la hora de comprar pues di varias órdenes de compra y luego las cancelé, me cobran comisiones aunque la orden ha sido cancelada?

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Let it come true, I holding a big Far point acquisition corp ipo wont buy that shitcoin only when it reach below 10 You just have millions Lol how that money is used could make or break the project. Sai Tun, [10.08.19 01:55] The authentication failed. Please re-initiate the authentication process.

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Sai Tun, [10.08.19 01:55] can not verify As soon as they have a useable wallet, it'll moon. True, taking advantage of the uneducated Only if you can show us a screenshot of your balance to confirm you truly have it I didn't think telegram would be Far point acquisition corp ipo thing, I just chose a meme name Leer señores, que quien crea que esta minando con el tlf plenamente no tiene ni idea de como funciona la minería real You be in some serious trouble if you waiting decades No it's onlybannounced Looks like we will get some propper action today Can cryptocurrency survive without bitcoin 31.07.

2021 Quiza a la media hora han perdido dinero Far point acquisition corp ipo They explicitly suggest which domains to us. Normally the go-to-banker for big deals, Goldman has missed out on the top five transactions learn more here the young year, according to Thomson Reuters data. Typically, Goldman Sachs starts out slowly and still land at the top of the league tables by the end of the year.

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Far point acquisition corp ipo big transaction can heavily sway bankers' rankings. But Goldman has advised on only click of the top 20 deals announced this year so far, excluding Charter Communications' attempt to buy Time Warner Cable. Bankers also risk missing out on more big deals as companies opt to use a small number of advisers, partly to reduce the chance of leaks and as chief executives lead the charge in negotiating deals themselves.

Normally the go-to-banker for big deals, Goldman has missed out on the top five transactions in the young year, according to Thomson Reuters data.

That now puts Goldman Sachs in ninth place in the coveted league tables for financial advisors, according to Thomson Reuters data. Goldman Sachs has held the top position for the past ten years with the exception ofwhen it landed the number two spot behind Morgan Stanley.

Morgan also beat Goldman in the high-profile assignment to advise Far point acquisition corp ipo on its initial public offering, which is not part of deal league tables.

The bank had advised Vodafone.

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Facebook's founder and Chief Executive Mark Zuckerberg proposed the tie-up to WhatsApp's founder Jan Koum over dinner on February 9, and the two sealed the deal 10 days later. When it came to hammering out the details around Time Warner Cable, the two chief executives, Far point acquisition corp ipo Brian Roberts and Time Warner Cable's Rob Marcus along with their link CFOs, negotiated key points of the deal by phone as well as in-person meetings, without relying much on advisers.

For the largest deal last year, all it took in the end was a workout session in the gym followed by a breakfast, when Verizon's CEO Lowell McAdam and Vodafone's Vittorio Colao agreed on a price that concluded in the mega deal. Buscar noticias, acciones Economía Economía Far point acquisition corp ipo.

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Los Reuben compran suelo en la 'playa' de Madrid para un megaproyecto urbanístico. El Supremo impide recuperar la plusvalía pagada si no se recurrió en su momento.

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Hacienda rompe la seguridad jurídica con la declaración de Sociedades. Ibex M. Mundiales Divisas Fondos. Bolsa, mercados y cotizaciones Goldman Sachs misses out on WhatsApp, 's top deals so far.

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