Montana Agreement and Plan of Merger by The News Corporation Ltd, HMC Acquisition, and Heritage Media

• Category: Corporations - Mergers and Acquisitions
• State: Multi-State
• Control #: US-CC-12-1047
• Format: Word; Rich Text

Description

12-1047 12-1047 . . . Agreement and Plan of Merger for merger of corporation with wholly-owned subsidiary of unrelated company (Surviving Company) and conversion of each share of Disappearing Company common stock into right to receive that number of American Depositary Shares (ADS), each of which represents four Preferred Limited Voting Ordinary Shares of Surviving Company, equal to quotient of (a) $20.50 divided by (b) average of daily closing prices of Preferred ADS on New York Stock Exchange Composite Tape on the twenty consecutive trading days ending on day which is five business days prior to date of Special Stockholders Meeting

The Montana Agreement and Plan of Merger is a legal document drafted by The News Corporation Ltd, HMC Acquisition, and Heritage Media. This agreement outlines the terms and conditions of a merger between these entities, with the goal of combining their resources, expertise, and market presence to achieve synergistic benefits and promote growth in the media industry. Key players involved in this merger include The News Corporation Ltd, an international media conglomerate known for its diverse portfolio of news and entertainment businesses; HMC Acquisition, a strategic investment firm specializing in media and communication industries; and Heritage Media, a prominent media company with a strong focus on regional publications and broadcasting services. The Montana Agreement and Plan of Merger encompasses various crucial aspects of the merger, including the exchange of shares, valuation of assets, financial considerations, governance structure, and procedural requirements. Additionally, different types of Montana Agreement and Plan of Merger by The News Corporation Ltd, HMC Acquisition, and Heritage Media may include: 1. Montana Agreement and Plan of Merger — Asset Acquisition: This type of agreement focuses on the acquisition of specific assets, intellectual property rights, or subsidiaries of Heritage Media by The News Corporation Ltd and HMC Acquisition. 2. Montana Agreement and Plan of Merger — Stock Acquisition: This type of agreement revolves around the acquisition of outstanding common or preferred stocks of Heritage Media by The News Corporation Ltd and HMC Acquisition, resulting in a change in ownership and control of the company. 3. Montana Agreement and Plan of Merger — Joint Venture: In this scenario, the agreement outlines the establishment of a joint venture between The News Corporation Ltd, HMC Acquisition, and Heritage Media, combining their resources and expertise to pursue specific business opportunities or expand into new markets. 4. Montana Agreement and Plan of Merger — Spin-off: This agreement may pertain to the spin-off of a specific division or business unit of Heritage Media, resulting in its separation from the parent company and subsequent merger with The News Corporation Ltd and HMC Acquisition. It is important to consult the specific Montana Agreement and Plan of Merger document to obtain accurate and comprehensive information about the merger, as the details and provisions may vary depending on the specific type of merger pursued by the parties involved.