Montgomery Maryland 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: Montgomery
• 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 Montgomery Maryland Amended and Restated Agreement and Plan of Merger between CNL Financial Corp and New co Merger Co is a legal document that outlines the terms and conditions of a merger between the two companies. This agreement, usually prepared by legal experts, encompasses various aspects of the merger process, including the rights and obligations of both parties, the exchange ratio of shares, and the overall structure of the merged entity. Keywords: Montgomery Maryland, Amended and Restated Agreement, Plan of Merger, CNL Financial Corp, New co Merger Co, legal document, merger process, rights and obligations, share exchange ratio, merged entity, terms and conditions. Different types of Montgomery Maryland Amended and Restated Agreement and Plan of Merger between CNL Financial Corp and New co Merger Co may include: 1. Acquisition Merger: This type of agreement occurs when CNL Financial Corp acquires New co Merger Co, resulting in CNL Financial Corp becoming the controlling entity. 2. Reverse Merger: In this scenario, New co Merger Co acquires CNL Financial Corp, thus resulting in New co Merger Co becoming the controlling entity in the merged company. 3. Horizontal Merger: This type of merger involves two companies in the same industry and operating at a similar level. CNL Financial Corp and New co Merger Co, if operating in the same sector, might opt for a horizontal merger. 4. Vertical Merger: If CNL Financial Corp and New co Merger Co operate in different stages of the same industry's supply chain, they may opt for a vertical merger. This allows for better integration and coordination within the supply chain. 5. Conglomerate Merger: Occurring between companies operating in unrelated industries, a conglomerate merger between CNL Financial Corp and New co Merger Co would result in diversification and broader market reach. Overall, the Montgomery Maryland Amended and Restated Agreement and Plan of Merger between CNL Financial Corp and New co Merger Co serves as a legally binding agreement, ensuring that the merger process is conducted in a fair and transparent manner, protecting the rights and interests of all parties involved.

Montgomery Maryland Amended and Restated Agreement and Plan of Merger between CNL Financial Corp and New co Merger Co is a legal document that outlines the terms and conditions of a merger between the two companies. This agreement, usually prepared by legal experts, encompasses various aspects of the merger process, including the rights and obligations of both parties, the exchange ratio of shares, and the overall structure of the merged entity. Keywords: Montgomery Maryland, Amended and Restated Agreement, Plan of Merger, CNL Financial Corp, New co Merger Co, legal document, merger process, rights and obligations, share exchange ratio, merged entity, terms and conditions. Different types of Montgomery Maryland Amended and Restated Agreement and Plan of Merger between CNL Financial Corp and New co Merger Co may include: 1. Acquisition Merger: This type of agreement occurs when CNL Financial Corp acquires New co Merger Co, resulting in CNL Financial Corp becoming the controlling entity. 2. Reverse Merger: In this scenario, New co Merger Co acquires CNL Financial Corp, thus resulting in New co Merger Co becoming the controlling entity in the merged company. 3. Horizontal Merger: This type of merger involves two companies in the same industry and operating at a similar level. CNL Financial Corp and New co Merger Co, if operating in the same sector, might opt for a horizontal merger. 4. Vertical Merger: If CNL Financial Corp and New co Merger Co operate in different stages of the same industry's supply chain, they may opt for a vertical merger. This allows for better integration and coordination within the supply chain. 5. Conglomerate Merger: Occurring between companies operating in unrelated industries, a conglomerate merger between CNL Financial Corp and New co Merger Co would result in diversification and broader market reach. Overall, the Montgomery Maryland Amended and Restated Agreement and Plan of Merger between CNL Financial Corp and New co Merger Co serves as a legally binding agreement, ensuring that the merger process is conducted in a fair and transparent manner, protecting the rights and interests of all parties involved.