Illinois Agreement of Merger by CP National Corp., Alltel Corp., and Alltel California, Inc.

• Category: Corporations - Mergers and Acquisitions
• State: Multi-State
• Control #: US-CC-12-1384JF
• Format: Word; Rich Text

Description

12-1384JF 12-1384JF . . . Agreement of Merger for (a) merger of (i) unrelated company ("Acquiring Company") into corporation (in which event corporation would survive merger and Acquiring Company would cease to exist), or (ii) corporation into Acquiring Company (in which event Acquiring Company would survive merger and corporation would cease to exist), or (iii) corporation into subsidiary of Acquiring Company that was organized for purpose of merger (in which event subsidiary would survive merger and corporation would cease to exist) and (b) conversion of each share of corporation common stock into right to receive 1.15 shares of Acquiring Company common stock. The determination of form of merger will be made by corporation and Acquiring Company ("Constituent Companies") based upon (x) corporation's ability to obtain from Securities and Exchange Commission an exemption from certain provisions of Public Utility Holding Company Act of 1935 and (y) determination by Constituent Companies as to whether it is desirable to effect merger in manner to assure that it qualifies as reorganization under Section 368 of Internal Revenue Code of 1986

The Illinois Agreement of Merger by CP National Corp., All tel Corp., and All tel California, Inc. is a legal document that outlines the specific terms and conditions of a merger between these three entities in the state of Illinois. This merger aims to consolidate the operations, resources, and assets of CP National Corp., All tel Corp., and All tel California, Inc., resulting in a single, united entity. This merger agreement is governed by the laws of the state of Illinois and requires the approval of the respective boards of directors and shareholders of each company involved. The agreement outlines the exact procedures, timelines, and legal requirements that need to be followed throughout the merger process. By merging, CP National Corp., All tel Corp., and All tel California, Inc. aim to achieve operational synergies, cost savings, and increased market competitiveness. The agreement may specify various types of mergers, including horizontal, vertical, or conglomerate mergers, depending on the nature of the companies involved. The Illinois Agreement of Merger by CP National Corp., All tel Corp., and All tel California, Inc. may also detail the exchange of shares, ownership structure, and corporate governance of the newly merged company. It will likely include provisions regarding the merging companies' assets, liabilities, contracts, employees, intellectual property, and any other relevant aspects. The agreement may also address regulatory compliance and approvals required by governmental or industry-specific bodies. It may provide a framework for obtaining necessary licenses, permits, or authorizations and outline any potential risks or challenges associated with the merger. Furthermore, the Illinois Agreement of Merger may include provisions pertaining to the treatment of shareholders, including their voting rights, dividend entitlements, and any potential changes to their ownership or financial benefits. It might also cover the process for dispute resolution and the governing law in case of any legal conflicts. Overall, the Illinois Agreement of Merger by CP National Corp., All tel Corp., and All tel California, Inc. is a comprehensive document that outlines the entire process and conditions of the merger between these entities. It serves as a legally binding contract that governs the merging companies' rights, obligations, and expectations as they combine their operations and pursue shared objectives. Different types of Illinois Agreement of Merger by CP National Corp., All tel Corp., and All tel California, Inc. could refer to specific mergers such as horizontal merger, vertical merger, or conglomerate merger, depending on the nature of the business operations involved. However, specific information regarding the types of mergers in this context would require additional details or clarification.