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

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US-CC-12-1384JF
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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 Kentucky Agreement of Merger by CP National Corp., All tel Corp., and All tel California, Inc. is a legal document that outlines the terms and conditions of the merger between CP National Corp., All tel Corp., and All tel California, Inc. This agreement aims to consolidate their operations, assets, and resources into a single entity. Keywords: Kentucky Agreement of Merger, CP National Corp., All tel Corp., All tel California, Inc., merger, terms and conditions, consolidation, operations, assets, resources, single entity. There are no different types of the Kentucky Agreement of Merger by CP National Corp., All tel Corp., and All tel California, Inc. The mentioned parties have entered into a specific merger agreement that applies to their respective operations in Kentucky and California.

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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.

Public company mergers require filing a variety of public disclosure documents. In the United States, the companies make public filings of these materials with the Securities and Exchange Commission (SEC).

There are two basic merger structures: direct and indirect. In a direct merger, the target company and the buying company directly merge with each other. In an indirect merger, the target company will merge with a subsidiary company of the buyer.

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).

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 ...

Parts of merger and acquisition contracts ?Parties and recitals. ?Price, currencies, and structure. ?Representations and warranties. ?Covenants. ?Conditions. ?Termination provisions. ?Indemnification. ?Tax.

Reporting to the SEC If public, both target and acquirer must disclose merger activity to the SEC. Terms can also be included as exhibits to the company's 10-K or 10-Q reports.

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How to fill out Agreement Merger Document? When it comes to ... Download Agreement of Merger by CP National Corp., Alltel Corp., and Alltel California, Inc. Make the steps below to complete Agreement of Merger by CP National Corp., Alltel Corp., and Alltel California, Inc. online easily and quickly: Sign in to ...Make a payment via PalPal or with your credit card. Switch the file format if needed. Click Download to save the Fairfax Agreement of Merger by CP National Corp ... How to file the Kentucky statement of merger (also called a certificate of merge) with the secretary of state. Jul 29, 2006 — This Public Notice contains a listing of applications that have been acted upon by the Commission. Page 1. Page 2. Purpose. Action. Parties. This Schedule 13E-3 is being filed jointly by the Company, as the issuer of the class of equity securities which is the subject of the Rule 13e-3 transaction, ... Plans or Proposals of the Issuer or Affiliate. (a) "SPECIAL FACTORS -- Written Consent; Purpose of the Merger; Plans for the Company". (b) Not applicable ... Apr 12, 2006 — A. An obligor rated 'A' has STRONG capacity to meet its financial commitments but is somewhat more susceptible to the adverse effects of changes ... Jul 20, 2000 — ... Corporation and Bell Atlantic Corporation consummated their parent company merger by filing the requisite Certificate of Merger with the. If you believe an issuer has been excluded from this list in error, please contact the staff by phone at 1-202-207-9294 (Business Days: 9:00 a.m. to 5:00 p.m. ...

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