12-1357H 12-1357H . . . Agreement and Plan of Merger for merger of corporation into corporation that owns 74% of its common stock ("Parent") and conversion of all outstanding shares of common stock of Parent into shares of common stock of Subsidiary ("Surviving Company") on a share-for-share basis
Colorado Agreement and Plan of Merger by General Homes Corp and General Homes Management Corp
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After that, I'll also very briefly introduce you to several other common mergers and acquisitions (M&A) transaction documents, including: Confidentiality Agreements. Letters of Intent. Exclusivity Agreements. Disclosure Schedules. HSR Filings. Third Party Consents. Legal Opinions. Stock Certificates.
The Company and each of its subsidiaries is duly organized, validly existing and in good standing (with respect to jurisdictions that recognize the concept of good standing) under the laws of the jurisdiction of its organization and has all requisite corporate or similar power and authority to own, lease and operate ...
Related Definitions Merging entity means an entity that is a party to a merger and exists immediately before the merger becomes effective.
In a merger, the target entity merges into the acquiring party in a deal effectuated under the general merger statutes. This merger type is general in the sense that it is not specific and can potentially apply to all mergers.
An agreement setting out steps of a merger of two or more entities including the terms and conditions of the merger, parties, the consideration, conversion of equity, and information about the surviving entity (such as its governing documents).
Surviving entity means the entity that will remain in existence after the merger is complete. Domestic entity means an entity that is formed under the laws of Colorado.
Questions to Ask During a Merger or Acquisition Company. ? What is the timeframe for change? When can customers expect to see changes to the company or products? ... People. ? What will happen to the current leadership team? ... Products. ? Are there any plans to sunset the brand of one of the companies?
Parts of merger and acquisition contracts ?Parties and recitals. ?Price, currencies, and structure. ?Representations and warranties. ?Covenants. ?Conditions. ?Termination provisions. ?Indemnification. ?Tax.