Indiana Agreement of Merger by CP National Corp., Alltel Corp., and Alltel California, Inc.

• Category: Corporations - Mergers and Acquisitions
• State: Multi-State
• Control #: US-CC-12-1384JF
• Format: Word; Rich Text

Description

12-1384JF 12-1384JF . . . Agreement of Merger for (a) merger of (i) unrelated company ("Acquiring Company") into corporation (in which event corporation would survive merger and Acquiring Company would cease to exist), or (ii) corporation into Acquiring Company (in which event Acquiring Company would survive merger and corporation would cease to exist), or (iii) corporation into subsidiary of Acquiring Company that was organized for purpose of merger (in which event subsidiary would survive merger and corporation would cease to exist) and (b) conversion of each share of corporation common stock into right to receive 1.15 shares of Acquiring Company common stock. The determination of form of merger will be made by corporation and Acquiring Company ("Constituent Companies") based upon (x) corporation's ability to obtain from Securities and Exchange Commission an exemption from certain provisions of Public Utility Holding Company Act of 1935 and (y) determination by Constituent Companies as to whether it is desirable to effect merger in manner to assure that it qualifies as reorganization under Section 368 of Internal Revenue Code of 1986 The Indiana Agreement of Merger by CP National Corp., All tel Corp., and All tel California, Inc. is an essential legal document that outlines the terms and conditions related to the merger of these three companies. This agreement is crucial in facilitating a smooth and lawful consolidation process, ensuring that all parties involved are on the same page and comply with the necessary legal requirements. Keywords: Indiana Agreement of Merger, CP National Corp., All tel Corp., All tel California, Inc., merger, terms and conditions, legal document, consolidation process, parties involved, legal requirements. Different types of Indiana Agreement of Merger by CP National Corp., All tel Corp., and All tel California, Inc. can include: 1. Acquisition Merger: In an acquisition merger, CP National Corp., All tel Corp., and All tel California, Inc. may agree upon one company acquiring the other two. This type of merger involves the purchasing company absorbing the operations, assets, liabilities, and employees of the companies being acquired. The agreement will outline the terms of the acquisition, including the purchase price, payment terms, representation and warranties, and any other relevant details. 2. Consolidation Merger: In a consolidation merger, CP National Corp., All tel Corp., and All tel California, Inc. may come together to form a completely new entity. This type of merger involves the creation of a new company that combines the assets, liabilities, and operations of the merging entities. The agreement will establish the terms of the consolidation, including the ownership structure, management hierarchy, voting rights, and any other pertinent details. 3. Statutory Merger: A statutory merger involves the absorption of one or more companies by another company, resulting in the acquiring company becoming the sole surviving entity. The agreement will outline the specifics of the merger, including the exchange of stock or cash for the shares of the merged companies, the treatment of outstanding debts, contracts, and legal obligations, as well as any other relevant provisions. 4. Subsidiary Merger: In a subsidiary merger, one company (CP National Corp. or All tel Corp.) may merge one of its subsidiaries (All tel California, Inc.) with another company. The subsidiary's assets, liabilities, and operations will be transferred to the acquiring company. The agreement will describe the terms of the merger, including the consideration given to the subsidiary's shareholders, the treatment of its debts and contracts, and any other pertinent details. In summary, the Indiana Agreement of Merger by CP National Corp., All tel Corp., and All tel California, Inc. is a vital legal document that governs the terms and conditions of the merger between these companies. Depending on the specific circumstances, different types of mergers may apply, such as acquisition, consolidation, statutory, or subsidiary mergers. Each type will have its own unique provisions and details outlined within the agreement.

The Indiana Agreement of Merger by CP National Corp., All tel Corp., and All tel California, Inc. is an essential legal document that outlines the terms and conditions related to the merger of these three companies. This agreement is crucial in facilitating a smooth and lawful consolidation process, ensuring that all parties involved are on the same page and comply with the necessary legal requirements. Keywords: Indiana Agreement of Merger, CP National Corp., All tel Corp., All tel California, Inc., merger, terms and conditions, legal document, consolidation process, parties involved, legal requirements. Different types of Indiana Agreement of Merger by CP National Corp., All tel Corp., and All tel California, Inc. can include: 1. Acquisition Merger: In an acquisition merger, CP National Corp., All tel Corp., and All tel California, Inc. may agree upon one company acquiring the other two. This type of merger involves the purchasing company absorbing the operations, assets, liabilities, and employees of the companies being acquired. The agreement will outline the terms of the acquisition, including the purchase price, payment terms, representation and warranties, and any other relevant details. 2. Consolidation Merger: In a consolidation merger, CP National Corp., All tel Corp., and All tel California, Inc. may come together to form a completely new entity. This type of merger involves the creation of a new company that combines the assets, liabilities, and operations of the merging entities. The agreement will establish the terms of the consolidation, including the ownership structure, management hierarchy, voting rights, and any other pertinent details. 3. Statutory Merger: A statutory merger involves the absorption of one or more companies by another company, resulting in the acquiring company becoming the sole surviving entity. The agreement will outline the specifics of the merger, including the exchange of stock or cash for the shares of the merged companies, the treatment of outstanding debts, contracts, and legal obligations, as well as any other relevant provisions. 4. Subsidiary Merger: In a subsidiary merger, one company (CP National Corp. or All tel Corp.) may merge one of its subsidiaries (All tel California, Inc.) with another company. The subsidiary's assets, liabilities, and operations will be transferred to the acquiring company. The agreement will describe the terms of the merger, including the consideration given to the subsidiary's shareholders, the treatment of its debts and contracts, and any other pertinent details. In summary, the Indiana Agreement of Merger by CP National Corp., All tel Corp., and All tel California, Inc. is a vital legal document that governs the terms and conditions of the merger between these companies. Depending on the specific circumstances, different types of mergers may apply, such as acquisition, consolidation, statutory, or subsidiary mergers. Each type will have its own unique provisions and details outlined within the agreement.