California Amended Stock Exchange Agreement by SJW Corp, Roscoe Moss Co, and RMC Shareholders - Detailed

• Category: Corporations - Mergers and Acquisitions
• State: Multi-State
• Control #: US-CC-12-1191
• Format: Word; Rich Text

Description

12-1191 12-1191 . . . Stock Exchange Agreement under which a 31% majority stockholder of corporation ("acquired company") will become wholly owned subsidiary of corporation, and all outstanding shares of acquired company common stock will be exchanged for such number of shares of corporation common stock as are equal to sum of (i) number of shares of corporation common stock owned by acquired company on closing date, plus (ii) 0.76 multiplied by number of shares of common stock of unrelated company that is owned by acquired company on closing date, plus (iii) number of shares of corporation common stock that is determined by dividing net tangible book value of acquired company on closing date by net book value per share of corporation as of quarter ended immediately prior to closing date California Amended Stock Exchange Agreement by SJW Corp, Roscoe Moss Co, and RMC Shareholders — Detailed The California Amended Stock Exchange Agreement by SJW Corp, Roscoe Moss Co, and RMC Shareholders is a legally binding contract that outlines the terms and conditions for the exchange of stock between these entities. This agreement aims to facilitate the acquisition of Roscoe Moss Co by SJW Corp, with the approval and involvement of the RMC Shareholders. Under this agreement, SJW Corp agrees to acquire all outstanding stock and equity interests of Roscoe Moss Co in exchange for a specified number of shares of SJW Corp's common stock. This exchange ratio is determined based on a mutually agreed valuation of the businesses involved. The agreement specifies the timeline and conditions for the completion of the transaction, including any necessary approvals from regulatory bodies. The amended agreement incorporates key changes and modifications made to the initial stock exchange agreement between the parties. These changes address concerns, suggestions, and negotiations that have occurred throughout the acquisition process. The detailed contract outlines the amendments made, and provides clarity on the revised terms, pricing adjustments, and any ancillary agreements necessary to execute the transaction successfully. The California Amended Stock Exchange Agreement ensures that the interests of the involved parties are protected and clearly defined throughout the acquisition process. It aims to establish a fair and equitable exchange ratio, taking into account the value of both SJW Corp and Roscoe Moss Co. The agreement also addresses potential contingencies, such as regulatory hurdles or changes in market conditions, and outlines the steps to be taken in case of such events. By entering into this agreement, SJW Corp, Roscoe Moss Co, and RMC Shareholders demonstrate their commitment to the successful execution of the acquisition plan. It provides a legally binding framework for the exchange of stock and the transfer of ownership, securing the rights and obligations of the parties involved. Overall, the California Amended Stock Exchange Agreement by SJW Corp, Roscoe Moss Co, and RMC Shareholders — Detailed is a comprehensive and thorough document that outlines the terms, conditions, amendments, and considerations of the stock exchange agreement between these entities. The agreement ensures transparency, protection, and clarity for all parties involved, fostering a smooth and successful acquisition process. Note: There is no mention of different types of California Amended Stock Exchange Agreement by SJW Corp, Roscoe Moss Co, and RMC Shareholders.

California Amended Stock Exchange Agreement by SJW Corp, Roscoe Moss Co, and RMC Shareholders — Detailed The California Amended Stock Exchange Agreement by SJW Corp, Roscoe Moss Co, and RMC Shareholders is a legally binding contract that outlines the terms and conditions for the exchange of stock between these entities. This agreement aims to facilitate the acquisition of Roscoe Moss Co by SJW Corp, with the approval and involvement of the RMC Shareholders. Under this agreement, SJW Corp agrees to acquire all outstanding stock and equity interests of Roscoe Moss Co in exchange for a specified number of shares of SJW Corp's common stock. This exchange ratio is determined based on a mutually agreed valuation of the businesses involved. The agreement specifies the timeline and conditions for the completion of the transaction, including any necessary approvals from regulatory bodies. The amended agreement incorporates key changes and modifications made to the initial stock exchange agreement between the parties. These changes address concerns, suggestions, and negotiations that have occurred throughout the acquisition process. The detailed contract outlines the amendments made, and provides clarity on the revised terms, pricing adjustments, and any ancillary agreements necessary to execute the transaction successfully. The California Amended Stock Exchange Agreement ensures that the interests of the involved parties are protected and clearly defined throughout the acquisition process. It aims to establish a fair and equitable exchange ratio, taking into account the value of both SJW Corp and Roscoe Moss Co. The agreement also addresses potential contingencies, such as regulatory hurdles or changes in market conditions, and outlines the steps to be taken in case of such events. By entering into this agreement, SJW Corp, Roscoe Moss Co, and RMC Shareholders demonstrate their commitment to the successful execution of the acquisition plan. It provides a legally binding framework for the exchange of stock and the transfer of ownership, securing the rights and obligations of the parties involved. Overall, the California Amended Stock Exchange Agreement by SJW Corp, Roscoe Moss Co, and RMC Shareholders — Detailed is a comprehensive and thorough document that outlines the terms, conditions, amendments, and considerations of the stock exchange agreement between these entities. The agreement ensures transparency, protection, and clarity for all parties involved, fostering a smooth and successful acquisition process. Note: There is no mention of different types of California Amended Stock Exchange Agreement by SJW Corp, Roscoe Moss Co, and RMC Shareholders.