Virginia Agreement and Plan of Merger by NFA Corp. and Casty Acquisition Corp.
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FAQ
An agreement setting out steps of a merger of two or more entities including the terms and conditions of the merger, parties, the consideration, conversion of equity, and information about the surviving entity (such as its governing documents).
Also known as a parent-subsidiary merger, a short-form merger is a merger between a parent company and its substantially (but not necessarily wholly) owned subsidiary, with either the parent company or the subsidiary surviving the merger.
Steps for the buyer in the M&A process Step 1: Develop an acquisition strategy. ... Step 2: Set the M&A search criteria. ... Step 3: Search for potential acquisition targets. ... Step 4: Begin acquisition planning. ... Step 5: Perform valuation analysis. ... Step 6: Begin negotiations. ... Step 7: Perform M&A due diligence.
Parts of merger and acquisition contracts ?Parties and recitals. ?Price, currencies, and structure. ?Representations and warranties. ?Covenants. ?Conditions. ?Termination provisions. ?Indemnification. ?Tax.
Mergers combine two separate businesses into a single new legal entity. True mergers are uncommon because it's rare for two equal companies to mutually benefit from combining resources and staff, including their CEOs. Unlike mergers, acquisitions do not result in the formation of a new company.
If the merger or acquisition requires a vote by shareholders, the agreement will be available in the proxy document, Schedule 14A (or sometimes an information statement, Schedule 14C). The proxy will include the terms of the merger and what shareholders can expect to receive as proceeds.
A merger is an agreement that unites two existing companies into one new company. There are several types of mergers and also several reasons why companies complete mergers. Mergers and acquisitions (M&A) are commonly done to expand a company's reach, expand into new segments, or gain market share.
A merger is considered horizontal if the two companies already offer the same products or services. Horizontal mergers help companies reduce competition and dominate the market. For example, gas giant Exxon combined with gas giant Mobil back in 1998 to form ExxonMobil.