Middlesex Massachusetts 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: Middlesex
• 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 Middlesex Massachusetts Amended and Restated Agreement and Plan of Merger between CNL Financial Corp and New co Merger Co is an essential legal document that outlines the terms, conditions, and details of a merger between these two prominent companies. This agreement is significant within the jurisdiction of Middlesex County, Massachusetts, where it has been amended and restated to reflect any modifications or updates. Keywords: Middlesex Massachusetts, Amended and Restated Agreement, Plan of Merger, CNL Financial Corp, New co Merger Co, terms, conditions, details, merger, legal document, jurisdiction, county. There might be variations or different types of the Middlesex Massachusetts Amended and Restated Agreement and Plan of Merger between CNL Financial Corp and New co Merger Co, depending on the intent or circumstances of the merger. Some potential named variations could include: 1. Middlesex Massachusetts Amended and Restated Agreement and Plan of Merger for Shareholder Approval: This type of agreement may concentrate on obtaining shareholder approval for the merger, ensuring that all legal requirements and processes are correctly followed. 2. Middlesex Massachusetts Amended and Restated Agreement and Plan of Merger for Asset Transfer: If the merger involves the transfer of specific assets, this type of agreement would outline the terms, conditions, and logistics pertinent to the successful transfer of those assets. 3. Middlesex Massachusetts Amended and Restated Agreement and Plan of Merger for Financial Integration: In cases where financial integration is a primary objective of the merger, this agreement type might emphasize the details of blending the financial systems, processes, and structures of both companies. 4. Middlesex Massachusetts Amended and Restated Agreement and Plan of Merger for Workforce Consolidation: When employee consolidation and workforce management are crucial in the merger, this type of agreement would address issues such as employee rights, retention, severance packages, and other related matters. It is important to note that these named variations are hypothetical and depend on the specific circumstances of the merger between CNL Financial Corp and New co Merger Co in Middlesex County, Massachusetts. The actual types of agreements may vary, and it is recommended to refer to the official documentation for accurate and detailed information.