12-1108B 12-1108B . . . Agreement and Plan of Merger for series of mergers as follows: first, merger of a corporation (Disappearing Company) with a subsidiary (Surviving Subsidiary) of an unrelated company (Surviving Bank) second, merger of Surviving Subsidiary into Surviving Bank and third, merger of the remaining subsidiary of Disappearing Company into Surviving Bank and the conversion of each share of Disappearing Company common stock into right to receive 1.925 shares of Surviving Bank common stock
The Puerto Rico Agreement and Plan of Merger is a legally binding document that outlines the terms and conditions for the merger between Cascade Financial, Cascade Bank, Am first Ban corporation, and American First National Bank. This comprehensive agreement sets forth the details of the merger, including the steps to be taken, the timeline, and the financial considerations involved. The merger between these financial institutions aims to combine their resources, expertise, and customer bases to create a stronger and more competitive entity in the Puerto Rican banking industry. The Puerto Rico Agreement and Plan of Merger aims to ensure a smooth transition and integration of the involved entities, while maximizing benefits for shareholders, customers, and employees alike. This merger agreement includes provisions that detail the exchange ratio of shares, the treatment of outstanding stock options, and the composition of the board of directors for the merged entity. It also outlines the process for gaining the necessary regulatory approvals from local and national authorities. Key terms and clauses within the Puerto Rico Agreement and Plan of Merger may cover areas such as governance, management structure, operational integration, branding, technology consolidation, and target financial synergies. Furthermore, the agreement may address legal matters, such as the handling of any pending litigation, intellectual property rights, and compliance with applicable laws and regulations. Named variations of the Puerto Rico Agreement and Plan of Merger by Cascade Financial, Cascade Bank, Am first Ban corporation, and American First National Bank may include the "Amended and Restated Agreement and Plan of Merger" or the "Supplemental Agreement to the Puerto Rico Agreement and Plan of Merger." Each named variation reflects specific updates, amendments, or additions made to the original agreement as circumstances require or to clarify certain provisions. Overall, the Puerto Rico Agreement and Plan of Merger serves as a comprehensive blueprint for the successful combination and integration of Cascade Financial, Cascade Bank, Am first Ban corporation, and American First National Bank, ensuring a seamless transition and solidifying their position in the Puerto Rican banking industry.
The Puerto Rico Agreement and Plan of Merger is a legally binding document that outlines the terms and conditions for the merger between Cascade Financial, Cascade Bank, Am first Ban corporation, and American First National Bank. This comprehensive agreement sets forth the details of the merger, including the steps to be taken, the timeline, and the financial considerations involved. The merger between these financial institutions aims to combine their resources, expertise, and customer bases to create a stronger and more competitive entity in the Puerto Rican banking industry. The Puerto Rico Agreement and Plan of Merger aims to ensure a smooth transition and integration of the involved entities, while maximizing benefits for shareholders, customers, and employees alike. This merger agreement includes provisions that detail the exchange ratio of shares, the treatment of outstanding stock options, and the composition of the board of directors for the merged entity. It also outlines the process for gaining the necessary regulatory approvals from local and national authorities. Key terms and clauses within the Puerto Rico Agreement and Plan of Merger may cover areas such as governance, management structure, operational integration, branding, technology consolidation, and target financial synergies. Furthermore, the agreement may address legal matters, such as the handling of any pending litigation, intellectual property rights, and compliance with applicable laws and regulations. Named variations of the Puerto Rico Agreement and Plan of Merger by Cascade Financial, Cascade Bank, Am first Ban corporation, and American First National Bank may include the "Amended and Restated Agreement and Plan of Merger" or the "Supplemental Agreement to the Puerto Rico Agreement and Plan of Merger." Each named variation reflects specific updates, amendments, or additions made to the original agreement as circumstances require or to clarify certain provisions. Overall, the Puerto Rico Agreement and Plan of Merger serves as a comprehensive blueprint for the successful combination and integration of Cascade Financial, Cascade Bank, Am first Ban corporation, and American First National Bank, ensuring a seamless transition and solidifying their position in the Puerto Rican banking industry.