12-2089 12-2089 . . . Agreement and Plan of Merger for merger of corporation with newly-formed, wholly-owned subsidiary ("Surviving Company") of Disappearing Company and conversion of (a) each share of Disappearing Company common stock outstanding on September 7, 1994 ("Determination Date") owned by any stockholder who, at Determination Date, is not director or officer of Disappearing Company and is record holder of 500 shares or less of Disappearing Company common stock into right to receive $6.00 per share in cash from Surviving Company and (b) each share of Disappearing Company common stock owned by any stockholder who, at Determination Date, is director or officer of Disappearing Company or is record holder of more than 500 shares of Disappearing Company common stock into one share of Surviving Company common stock. Each share of Surviving Company common stock outstanding on effective date of merger shall be converted into right to receive $5.00 in cash from Surviving Company. The purpose of merger is to reduce number of stockholders below 300 and terminate registration of Surviving Company's common stock under Securities Exchange Act of 1934
King Washington Amended and Restated Agreement and Plan of Merger between CNL Financial Corp and Newco Merger Co
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US-CC-12-2089
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How to fill out Amended And Restated Agreement And Plan Of Merger Between CNL Financial Corp And Newco Merger Co?
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SPAC Definitive Agreement means a definitive agreement pursuant to which M I Acquisitions, Inc. agrees to acquire, merge or combine with the Buyer and/or the Buyer's operating Subsidiaries or businesses.
Amended means that the document has changed that someone has revised the document. Restated means presented in its entirety, as a single, complete document. Accordingly, amended and restated means a complete document into which one or more changes have been incorporated.
Amending and Restating a Contract When Amendments Become Unwieldy.Review All Existing Documents.Fully Merge All Existing Terms Into the New Contract.Add New Terms.Add an Integration Clause.Finalizing the A&R Agreement.
A letter of intent (LOI) is an initial, non-binding agreement between the parties in a proposed business deal. The LOI establishes the aspects of the deal the parties agree on, shows the parties are committed to making a final deal, and clears the way for a later, binding agreement called a definitive agreement.
Definitive Agreements Definitive Agreement means a legally binding agreement, mutually executed and delivered by authorized representatives of Buyer and Seller, setting forth the definitive terms and conditions of a Transaction.
Definitive agreement (plural definitive agreements) (finance) A document defining the final terms of an agreement between buyer and seller, typically of a company's assets or stock.
A Definitive Purchase Agreement (DPA) is a legal document that records the terms and conditions between two companies that enter into an agreement for a merger, acquisition, divestiture, joint venture, or some form of strategic alliance.
Amended means changed, i.e., that someone has revised the document. Restated means presented in its entirety, i.e., as a single, complete document. Accordingly, amended and restated means a complete document into which one or more changes have been incorporated.
How to amend and restate a contract Step 1: Collect your contracts. Read your original contract.Step 2: Incorporate each amendment into the original contract.Step 3: Make sure to include a merger clause.Step 4: Execute the restated and amended agreement.
If the company changes owners in whole or in part, it is still the same company and this will not terminate any contracts. If, instead, the company sells its business (which is an asset of the company that it can sell like a car or a building), then the contracts are transferred as part of that sale.