Florida Sample Stock Purchase Agreement between Reassure America Life Insurance Co. and Penncorp Financial Group, Inc. regarding issued and outstanding shares common stock

• Category: Corporations - Public - Stock Purchase Sample
• State: Multi-State
• Control #: US-EG-9222
• Format: Word; Rich Text

Description

Stock Purchase Agreement between Reassur America Life Insurance Company and Penncorp Financial Group, Inc. regarding issued and outstanding shares of common stock dated January 7, 2000. 64 pages. Title: Florida Sample Stock Purchase Agreement: Reassure America Life Insurance Co. and Penn corp Financial Group, Inc. Keywords: Stock purchase agreement, Florida, Reassure America Life Insurance Co., Penn corp Financial Group, issued shares, outstanding shares, common stock. Introduction: This article provides a detailed description of a Florida Sample Stock Purchase Agreement between Reassure America Life Insurance Co. and Penn corp Financial Group, Inc. Specifically, the agreement pertains to the acquisition of issued and outstanding shares of common stock. The agreement ensures a legally binding transaction that outlines the terms and conditions for the purchase and transfer of shares. 1. Definition and Scope: The Florida Sample Stock Purchase Agreement is a legally binding document that outlines the terms and conditions for the purchase and sale of issued and outstanding shares between Reassure America Life Insurance Co. and Penn corp Financial Group, Inc. The agreement encompasses details such as the number of shares, purchase price, payment terms, and closing conditions. 2. Types of Stock Purchase Agreements: 2.1. Type 1: Asset Purchase Agreement: The Asset Purchase Agreement focuses on the acquisition of specific assets of a target company rather than its shares. It details the assets being purchased, purchase price allocation, and any liabilities assumed by the buyer. 2.2. Type 2: Stock Purchase Agreement: The Stock Purchase Agreement, as relevant to the given scenario, focuses on the acquisition of issued and outstanding shares of common stock of Penn corp Financial Group, Inc. by Reassure America Life Insurance Co. 3. Key Components of the Agreement: 3.1. Parties Involved: The agreement identifies the buyer (Reassure America Life Insurance Co.) and the seller (Penn corp Financial Group, Inc.), establishing their legal entities and roles in the transaction. 3.2. Purchase Price and Payment Terms: The agreement specifies the agreed-upon purchase price for the shares and outlines the payment terms, including the scheduled payment dates, mode of payment, and any applicable adjustments. 3.3. Deliveries and Closing Conditions: This section includes the conditions that need to be met for the closing of the transaction, such as obtaining regulatory approvals, third-party consents, or meeting specified due diligence requirements. 3.4. Representations and Warranties: Both parties provide assurances and guarantees regarding the accuracy of provided information, legal compliance, and absence of undisclosed liabilities, among other representations and warranties. 3.5. Indemnification: The agreement includes provisions related to indemnification, stating how disputes and claims will be resolved if any party suffers loss due to a breach of representations, warranties, or covenants. 4. Conclusion: The Florida Sample Stock Purchase Agreement, as outlined in this description, defines the terms and conditions for the purchase and transfer of issued and outstanding shares of common stock between Reassure America Life Insurance Co. and Penn corp Financial Group, Inc. This legally binding agreement serves to protect the interests of both parties and governs the transaction in compliance with Florida law.

Title: Florida Sample Stock Purchase Agreement: Reassure America Life Insurance Co. and Penn corp Financial Group, Inc. Keywords: Stock purchase agreement, Florida, Reassure America Life Insurance Co., Penn corp Financial Group, issued shares, outstanding shares, common stock. Introduction: This article provides a detailed description of a Florida Sample Stock Purchase Agreement between Reassure America Life Insurance Co. and Penn corp Financial Group, Inc. Specifically, the agreement pertains to the acquisition of issued and outstanding shares of common stock. The agreement ensures a legally binding transaction that outlines the terms and conditions for the purchase and transfer of shares. 1. Definition and Scope: The Florida Sample Stock Purchase Agreement is a legally binding document that outlines the terms and conditions for the purchase and sale of issued and outstanding shares between Reassure America Life Insurance Co. and Penn corp Financial Group, Inc. The agreement encompasses details such as the number of shares, purchase price, payment terms, and closing conditions. 2. Types of Stock Purchase Agreements: 2.1. Type 1: Asset Purchase Agreement: The Asset Purchase Agreement focuses on the acquisition of specific assets of a target company rather than its shares. It details the assets being purchased, purchase price allocation, and any liabilities assumed by the buyer. 2.2. Type 2: Stock Purchase Agreement: The Stock Purchase Agreement, as relevant to the given scenario, focuses on the acquisition of issued and outstanding shares of common stock of Penn corp Financial Group, Inc. by Reassure America Life Insurance Co. 3. Key Components of the Agreement: 3.1. Parties Involved: The agreement identifies the buyer (Reassure America Life Insurance Co.) and the seller (Penn corp Financial Group, Inc.), establishing their legal entities and roles in the transaction. 3.2. Purchase Price and Payment Terms: The agreement specifies the agreed-upon purchase price for the shares and outlines the payment terms, including the scheduled payment dates, mode of payment, and any applicable adjustments. 3.3. Deliveries and Closing Conditions: This section includes the conditions that need to be met for the closing of the transaction, such as obtaining regulatory approvals, third-party consents, or meeting specified due diligence requirements. 3.4. Representations and Warranties: Both parties provide assurances and guarantees regarding the accuracy of provided information, legal compliance, and absence of undisclosed liabilities, among other representations and warranties. 3.5. Indemnification: The agreement includes provisions related to indemnification, stating how disputes and claims will be resolved if any party suffers loss due to a breach of representations, warranties, or covenants. 4. Conclusion: The Florida Sample Stock Purchase Agreement, as outlined in this description, defines the terms and conditions for the purchase and transfer of issued and outstanding shares of common stock between Reassure America Life Insurance Co. and Penn corp Financial Group, Inc. This legally binding agreement serves to protect the interests of both parties and governs the transaction in compliance with Florida law.