Arkansas Agreement of Merger by VP Oil, Inc., VP Acquisition Corp., Big Piney Oil and Gas Co., Big Piney Acquisition Corp., and National Energy Group, Inc.

• Category: Corporations - Mergers and Acquisitions
• State: Multi-State
• Control #: US-CC-12-1502
• Format: Word; Rich Text

Description

12-1502 12-1502 . . . Agreement of Merger for conversion of two corporations into wholly owned subsidiaries of new corporation ("Holding Company") by merger of one of such corporations with subsidiary of Holding Company and merger of other corporation with different subsidiary of Holding Company . Under Agreement of Merger (a) each 10 shares of common stock of first corporation will be converted into right to receive one share of Holding Company Class A Common Stock ("Class A"), (b) each 1.85 shares of Class A Common Stock of second corporation will be converted into right to receive one share of Holding Company Class A Common Stock, (c) each 1.85 shares of Class B Common Stock of second corporation will be converted into right to receive one share of Holding Company Class B Common Stock and (d) each 1.85 warrants of second corporation will be converted into right to receive one warrant of Holding Company

Arkansas Agreement of Merger by VP Oil, Inc., VP Acquisition Corp., Big Piney Oil and Gas Co., Big Piney Acquisition Corp., and National Energy Group, Inc., is a legal document that outlines the terms and conditions of a merger between these entities. This agreement is specific to Arkansas and regulates the merger process and the rights and obligations of all parties involved. Keywords: Arkansas, Agreement of Merger, VP Oil, Inc., VP Acquisition Corp., Big Piney Oil and Gas Co., Big Piney Acquisition Corp., National Energy Group, Inc. This agreement ensures a smooth and organized merger process by defining the roles and responsibilities of each party. It includes provisions related to the transfer of assets, liabilities, and licenses from the merging entities to the resulting entity. The agreement also covers the consideration to be paid to the shareholders of each entity, whether in cash, stock, or a combination of both. Different types or variations of the Arkansas Agreement of Merger may include: 1. Stock-for-Stock Merger: This type of merger involves the exchange of stock between the merging entities. Shareholders of the acquired company receive shares in the acquiring company as part of the consideration. 2. Cash Merger: In a cash merger, the acquiring company offers cash as the consideration to the shareholders of the acquired company. This type of merger is usually opted for when the acquiring company wants to fully take over the operations of the acquired company. 3. Statutory Merger: A statutory merger is a type of merger that follows a specific legal framework laid down by the state of Arkansas. This framework ensures compliance with state laws and regulations. 4. Reverse Merger: A reverse merger occurs when a private company acquires a publicly traded company. This allows the privately held company to go public without undergoing the traditional initial public offering (IPO) process. The Arkansas Agreement of Merger is a critical document in any merger transaction, as it sets forth the terms and conditions that govern the consolidation of businesses. It protects the interests of all parties involved and ensures a transparent and legally compliant merger process.