Cook Illinois Amended and Restated Agreement and Plan of Merger between CNL Financial Corp and Newco Merger Co

• Category: Corporations - Mergers and Acquisitions
• State: Multi-State
• County: Cook
• Control #: US-CC-12-2089
• Format: Word; Rich Text

Description

12-2089 12-2089 . . . Agreement and Plan of Merger for merger of corporation with newly-formed, wholly-owned subsidiary ("Surviving Company") of Disappearing Company and conversion of (a) each share of Disappearing Company common stock outstanding on September 7, 1994 ("Determination Date") owned by any stockholder who, at Determination Date, is not director or officer of Disappearing Company and is record holder of 500 shares or less of Disappearing Company common stock into right to receive $6.00 per share in cash from Surviving Company and (b) each share of Disappearing Company common stock owned by any stockholder who, at Determination Date, is director or officer of Disappearing Company or is record holder of more than 500 shares of Disappearing Company common stock into one share of Surviving Company common stock. Each share of Surviving Company common stock outstanding on effective date of merger shall be converted into right to receive $5.00 in cash from Surviving Company. The purpose of merger is to reduce number of stockholders below 300 and terminate registration of Surviving Company's common stock under Securities Exchange Act of 1934 The Cook Illinois Amended and Restated Agreement and Plan of Merger is a legal document that outlines the terms and conditions of the merger between CNL Financial Corp and New co Merger Co. This agreement signifies the intention of both companies to combine their assets, resources, and operations for the purpose of creating a stronger, more competitive entity in the industry. Keywords: Cook Illinois, Amended and Restated Agreement, Plan of Merger, CNL Financial Corp, New co Merger Co The Cook Illinois Amended and Restated Agreement and Plan of Merger between CNL Financial Corp and New co Merger Co may encompass different types, depending on the specific details and scope of the merger. Here are some potential variations: 1. Cook Illinois Amended and Restated Agreement and Plan of Merger — Assets Acquisition: This type of agreement might be used when CNL Financial Corp acquires specific assets from New co Merger Co, resulting in a partial merger rather than a complete consolidation of both companies. 2. Cook Illinois Amended and Restated Agreement and Plan of Merger — Stock Swap: In this scenario, both CNL Financial Corp and New co Merger Co agree to exchange their respective shares to combine ownership and control of the merged entity. 3. Cook Illinois Amended and Restated Agreement and Plan of Merger — Subsidiary Merger: When CNL Financial Corp and New co Merger Co have subsidiaries or affiliated companies, this type of agreement might outline the merger and integration of these subsidiaries into a single entity, while the parent companies may continue their operations independently. It is important to note that the specific types of Cook Illinois Amended and Restated Agreement and Plan of Merger may vary and depend on the unique circumstances and goals of the merging entities. The contents, terms, and conditions of each agreement will be tailored to suit the needs of the specific merger transaction.

The Cook Illinois Amended and Restated Agreement and Plan of Merger is a legal document that outlines the terms and conditions of the merger between CNL Financial Corp and New co Merger Co. This agreement signifies the intention of both companies to combine their assets, resources, and operations for the purpose of creating a stronger, more competitive entity in the industry. Keywords: Cook Illinois, Amended and Restated Agreement, Plan of Merger, CNL Financial Corp, New co Merger Co The Cook Illinois Amended and Restated Agreement and Plan of Merger between CNL Financial Corp and New co Merger Co may encompass different types, depending on the specific details and scope of the merger. Here are some potential variations: 1. Cook Illinois Amended and Restated Agreement and Plan of Merger — Assets Acquisition: This type of agreement might be used when CNL Financial Corp acquires specific assets from New co Merger Co, resulting in a partial merger rather than a complete consolidation of both companies. 2. Cook Illinois Amended and Restated Agreement and Plan of Merger — Stock Swap: In this scenario, both CNL Financial Corp and New co Merger Co agree to exchange their respective shares to combine ownership and control of the merged entity. 3. Cook Illinois Amended and Restated Agreement and Plan of Merger — Subsidiary Merger: When CNL Financial Corp and New co Merger Co have subsidiaries or affiliated companies, this type of agreement might outline the merger and integration of these subsidiaries into a single entity, while the parent companies may continue their operations independently. It is important to note that the specific types of Cook Illinois Amended and Restated Agreement and Plan of Merger may vary and depend on the unique circumstances and goals of the merging entities. The contents, terms, and conditions of each agreement will be tailored to suit the needs of the specific merger transaction.