Nevada 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 Nevada Agreement of Merger by CP National Corp., All tel Corp., and All tel California, Inc. is a legal document that outlines the terms and conditions of a merger between the aforementioned companies. This agreement is specific to mergers taking place in the state of Nevada and involves CP National Corp., All tel Corp., and All tel California, Inc. as the parties involved. Keywords: Nevada Agreement of Merger, CP National Corp., All tel Corp., All tel California, Inc., merger, legal document, terms and conditions, parties involved, state of Nevada. There are different types of Nevada Agreements of Merger that can be established by CP National Corp., All tel Corp., and All tel California, Inc. These may include: 1. Asset Merger: This type of merger involves the transfer of assets from one company to another, where the acquiring company (CP National Corp.) assumes ownership of the assets of the target company (All tel Corp. or All tel California, Inc.). The agreement will detail which specific assets are being transferred and the terms surrounding the acquisition. 2. Stock Merger: In this type of merger, the stockholders of the target company(s) (All tel Corp. or All tel California, Inc.) receive shares of CP National Corp. in exchange for their existing shares. The agreement would specify the exchange ratio, which determines how many shares of CP National Corp would be given for each share of the target company. 3. Consolidation Merger: With a consolidation merger, both All tel Corp. and All tel California, Inc. would cease to exist as separate entities, and a new, combined company (CP National Corp.) would be formed. The agreement would outline the assets, liabilities, and organizational structure of the new entity. It is important to note that the specific types of Nevada Agreements of Merger entered into by CP National Corp., All tel Corp., and All tel California, Inc. would be outlined in detail within the agreements themselves.

The Nevada Agreement of Merger by CP National Corp., All tel Corp., and All tel California, Inc. is a legal document that outlines the terms and conditions of a merger between the aforementioned companies. This agreement is specific to mergers taking place in the state of Nevada and involves CP National Corp., All tel Corp., and All tel California, Inc. as the parties involved. Keywords: Nevada Agreement of Merger, CP National Corp., All tel Corp., All tel California, Inc., merger, legal document, terms and conditions, parties involved, state of Nevada. There are different types of Nevada Agreements of Merger that can be established by CP National Corp., All tel Corp., and All tel California, Inc. These may include: 1. Asset Merger: This type of merger involves the transfer of assets from one company to another, where the acquiring company (CP National Corp.) assumes ownership of the assets of the target company (All tel Corp. or All tel California, Inc.). The agreement will detail which specific assets are being transferred and the terms surrounding the acquisition. 2. Stock Merger: In this type of merger, the stockholders of the target company(s) (All tel Corp. or All tel California, Inc.) receive shares of CP National Corp. in exchange for their existing shares. The agreement would specify the exchange ratio, which determines how many shares of CP National Corp would be given for each share of the target company. 3. Consolidation Merger: With a consolidation merger, both All tel Corp. and All tel California, Inc. would cease to exist as separate entities, and a new, combined company (CP National Corp.) would be formed. The agreement would outline the assets, liabilities, and organizational structure of the new entity. It is important to note that the specific types of Nevada Agreements of Merger entered into by CP National Corp., All tel Corp., and All tel California, Inc. would be outlined in detail within the agreements themselves.