New Jersey Stock Tender Agreement between EMC Corp., Eagle Merger Corp., Computer Concepts Corp., et al.

• Category: Corporations - Public - Stock
• State: Multi-State
• Control #: US-EG-9439
• Format: Word; Rich Text

Description

Stock Tender Agreement between EMC Corporation, Eagle Merger Corporation, Computer Concepts Corporation, James Cannavino, Dennis Murray and Charles Feld regarding the purchase of all issued and outstanding shares of common stock in regard to entering a The New Jersey Stock Tender Agreement between EMC Corp., Eagle Merger Corp., Computer Concepts Corp., et al. is a legally binding document that outlines the terms and conditions of a stock tender offer. This agreement serves as the basis for the acquisition of Computer Concepts Corp. by EMC Corp. through its subsidiary, Eagle Merger Corp. This detailed description will highlight the important aspects and keywords related to the New Jersey Stock Tender Agreement. Keywords: New Jersey, Stock Tender Agreement, EMC Corp., Eagle Merger Corp., Computer Concepts Corp. Introduction: The New Jersey Stock Tender Agreement is a key legal contract that governs the acquisition of Computer Concepts Corp. by EMC Corp., a multinational technology company based in Opinion, Massachusetts. Through its subsidiary, Eagle Merger Corp., EMC Corp. aims to acquire the outstanding shares of Computer Concepts Corp. Purpose: The Stock Tender Agreement establishes the detailed terms, obligations, and conditions for the tender offer made by Eagle Merger Corp. to the stockholders of Computer Concepts Corp. It outlines the process and provisions that will allow EMC Corp. to acquire a controlling interest in Computer Concepts Corp. Agreement Types: 1. Acquisition Agreement: This type outlines the intention of EMC Corp. to acquire Computer Concepts Corp. and specifies the basic terms and conditions related to the acquisition. It often includes the purchase price, method of payment, and closing conditions. 2. Stock Purchase Agreement: This agreement type focuses on the purchase of shares held by the stockholders of Computer Concepts Corp. by EMC Corp. or its subsidiary, Eagle Merger Corp. It includes clauses related to the transfer of ownership, finalizing the purchase price, and any warranties or representations made by the stockholders. Key provisions: 1. Offer Price: The Stock Tender Agreement sets the purchase price per share that EMC Corp., through Eagle Merger Corp., is willing to pay to acquire the outstanding shares of Computer Concepts Corp. This price is often set at a premium to incentivize the stockholders to tender their shares. 2. Duration and Timing: The agreement stipulates the duration of the tender offer and the timeline within which stockholders must accept or reject the offer. This ensures a fair and transparent process for all parties involved. 3. Conditions and Obligations: The Stock Tender Agreement outlines the conditions that must be met by both parties for the offer to be valid. These conditions may include obtaining necessary regulatory approvals, approval by the board of directors, and a minimum number of shares tendered by the stockholders. 4. Termination Rights: The agreement includes provisions that specify the circumstances under which either party can terminate the offer. This may include failure to obtain regulatory approvals, material breaches of representations and warranties, or a change in circumstances that adversely affects the acquisition. 5. Confidentiality and Non-Disclosure: The Stock Tender Agreement includes clauses that ensure the confidentiality of sensitive information exchanged during the acquisition process. This protects the parties from potential misuse or disclosure of confidential data. Conclusion: The New Jersey Stock Tender Agreement between EMC Corp., Eagle Merger Corp., Computer Concepts Corp., et al., outlines the terms, conditions, and obligations governing the tender offer made by EMC Corp. to acquire Computer Concepts Corp. This legally binding agreement provides a comprehensive framework for the acquisition process and ensures a fair and transparent transaction for all parties involved.

The New Jersey Stock Tender Agreement between EMC Corp., Eagle Merger Corp., Computer Concepts Corp., et al. is a legally binding document that outlines the terms and conditions of a stock tender offer. This agreement serves as the basis for the acquisition of Computer Concepts Corp. by EMC Corp. through its subsidiary, Eagle Merger Corp. This detailed description will highlight the important aspects and keywords related to the New Jersey Stock Tender Agreement. Keywords: New Jersey, Stock Tender Agreement, EMC Corp., Eagle Merger Corp., Computer Concepts Corp. Introduction: The New Jersey Stock Tender Agreement is a key legal contract that governs the acquisition of Computer Concepts Corp. by EMC Corp., a multinational technology company based in Opinion, Massachusetts. Through its subsidiary, Eagle Merger Corp., EMC Corp. aims to acquire the outstanding shares of Computer Concepts Corp. Purpose: The Stock Tender Agreement establishes the detailed terms, obligations, and conditions for the tender offer made by Eagle Merger Corp. to the stockholders of Computer Concepts Corp. It outlines the process and provisions that will allow EMC Corp. to acquire a controlling interest in Computer Concepts Corp. Agreement Types: 1. Acquisition Agreement: This type outlines the intention of EMC Corp. to acquire Computer Concepts Corp. and specifies the basic terms and conditions related to the acquisition. It often includes the purchase price, method of payment, and closing conditions. 2. Stock Purchase Agreement: This agreement type focuses on the purchase of shares held by the stockholders of Computer Concepts Corp. by EMC Corp. or its subsidiary, Eagle Merger Corp. It includes clauses related to the transfer of ownership, finalizing the purchase price, and any warranties or representations made by the stockholders. Key provisions: 1. Offer Price: The Stock Tender Agreement sets the purchase price per share that EMC Corp., through Eagle Merger Corp., is willing to pay to acquire the outstanding shares of Computer Concepts Corp. This price is often set at a premium to incentivize the stockholders to tender their shares. 2. Duration and Timing: The agreement stipulates the duration of the tender offer and the timeline within which stockholders must accept or reject the offer. This ensures a fair and transparent process for all parties involved. 3. Conditions and Obligations: The Stock Tender Agreement outlines the conditions that must be met by both parties for the offer to be valid. These conditions may include obtaining necessary regulatory approvals, approval by the board of directors, and a minimum number of shares tendered by the stockholders. 4. Termination Rights: The agreement includes provisions that specify the circumstances under which either party can terminate the offer. This may include failure to obtain regulatory approvals, material breaches of representations and warranties, or a change in circumstances that adversely affects the acquisition. 5. Confidentiality and Non-Disclosure: The Stock Tender Agreement includes clauses that ensure the confidentiality of sensitive information exchanged during the acquisition process. This protects the parties from potential misuse or disclosure of confidential data. Conclusion: The New Jersey Stock Tender Agreement between EMC Corp., Eagle Merger Corp., Computer Concepts Corp., et al., outlines the terms, conditions, and obligations governing the tender offer made by EMC Corp. to acquire Computer Concepts Corp. This legally binding agreement provides a comprehensive framework for the acquisition process and ensures a fair and transparent transaction for all parties involved.