How do you structure a merger deal?

There are generally three options for structuring a merger or acquisition deal: Stock purchase. The buyer purchases the target company's stock from its stockholders.Asset sale/purchase. The buyer purchases only assets and assumes liabilities that are specifically indicated in the purchase agreement.Merger.

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San Bernardino California Agreement and Plan of Merger between America Online, Inc., MQ Acquisition, Inc. and Mapquest.Com, Inc.

Name: San Bernardino California Agreement and Plan of Merger between America Online, Inc., MQ Acquisition, Inc. and Mapquest.Com, Inc.
Brand: US Legal Forms
Rating: 4.55 (449 reviews)

Category:

Corporations - Public - Mergers

State:

Multi-State

County:

San Bernardino

Control #:

US-EG-9050

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Agreement and Plan of Merger between America Online, Inc., MQ Acquisition, Inc. and Mapquest.Com, Inc. dated December 21, 1999. 59 pages

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During the preliminary review, the parties must wait 30 days (15 days in the case of a cash tender or bankruptcy transaction) before closing their deal.

The investor should get to know the nature of the merger, key information concerning the other company involved, the types of benefits that shareholders are receiving, which company is in control of the deal, and any other relevant financial and non-financial considerations.

There are generally three options for structuring a merger or acquisition deal: Stock purchase. The buyer purchases the target company's stock from its stockholders.Asset sale/purchase. The buyer purchases only assets and assumes liabilities that are specifically indicated in the purchase agreement.Merger.

Mergers are transactions involving the combination of generally two or more companies into a single entity. The need for shareholder approval of a merger is governed by state law. Typically, a merger must be approved by the holders of a majority of the outstanding shares of the target company.

Primary tabs. Mergers and acquisitions (M&A) is a practice area of the law, focused on domestic and global transactions aimed at consolidating businesses of two or more companies through legal operations such as mergers, purchase of assets, tender offers, hostile takeovers, among others.

After that, I'll also very briefly introduce you to several other common mergers and acquisitions (M&A) transaction documents, including: Confidentiality Agreements. Letters of Intent. Exclusivity Agreements. Disclosure Schedules. HSR Filings. Third Party Consents. Legal Opinions. Stock Certificates.

A merger agreement definition is a legal contract governing the combination of two companies into a single business entity. Negotiating a Merger Agreement. Price and Consideration. Holdback or Escrow. Representations and Warranties.

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.

6 Tips for Navigating a Merger or Acquisition Embrace your new responsibilities. Figure out what success looks like in your new role. Consider moving laterally. Stay open-minded. Support your team. Stay optimistic.

Market estimates place a merger's timeframe for completion between six months to several years. In some instances, it may take only a few months to finalize the entire merger process. However, if there is a broad range of variables and approval hurdles, the merger process can be elongated to a much longer period.

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San Bernardino California Agreement and Plan of Merger between America Online, Inc., MQ Acquisition, Inc. and Mapquest.Com, Inc.

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