Kings New York Share Exchange Agreement between ZC Acquisition Corp., Zefer Corp. and the stockholders of Zefer Corp.

• Category: Corporations - Public
• State: Multi-State
• County: Kings
• Control #: US-EG-9394
• Format: Word; Rich Text

Description

Share Exchange Agreement between ZC Acquisition Corporation, Zefer Corporation and the stockholders of Zefer Corporation regarding acquiring shares from the shareholders in exchange for the shares of common stock dated April 30, 1999. 54 pages. The Kings New York Share Exchange Agreement is a legally binding document that outlines the terms and conditions of the share exchange between ZC Acquisition Corp., Refer Corp., and the stockholders of Refer Corp. This agreement is crucial in facilitating the acquisition or merger of these entities and ensures a smooth transition of ownership and control. The Kings New York Share Exchange Agreement governs the transfer of shares, valuation of stock, and the conversion ratio between the acquiring company (ZC Acquisition Corp.) and the target company (Refer Corp.). It also provides details on the rights and obligations of the stockholders of Refer Corp. during and after the exchange. This agreement encompasses various key elements, including the purchase price, payment terms, closing conditions, representations and warranties, and employee-related matters. It typically outlines the voting rights, dividend entitlements, and any restrictions applied to the transferred shares. Different types or variations of the Kings New York Share Exchange Agreement may include: 1. All-Cash Transaction Agreement: This type of agreement involves the acquisition of Refer Corp. by ZC Acquisition Corp. through a cash-only exchange, where the stockholders of Refer Corp. receive a predetermined amount of cash in exchange for their shares. 2. Stock-for-Stock Transaction Agreement: In this type of agreement, ZC Acquisition Corp. offers its own shares to the stockholders of Refer Corp. in exchange for their shares. The exchange ratio is determined based on the valuation of both companies' stocks, ensuring that the stockholders of Refer Corp. become shareholders of ZC Acquisition Corp. 3. Cash-and-Stock Transaction Agreement: This agreement combines both cash and stock as consideration for the acquisition. The stockholders of Refer Corp. receive a combination of cash and shares of ZC Acquisition Corp., typically based on a predetermined ratio. The Kings New York Share Exchange Agreement plays a vital role in protecting the interests of all parties involved in the transaction and ensuring a fair and equitable exchange of shares. It is imperative for all parties to thoroughly review and understand the terms and conditions outlined in the agreement before proceeding with the share exchange.

The Kings New York Share Exchange Agreement is a legally binding document that outlines the terms and conditions of the share exchange between ZC Acquisition Corp., Refer Corp., and the stockholders of Refer Corp. This agreement is crucial in facilitating the acquisition or merger of these entities and ensures a smooth transition of ownership and control. The Kings New York Share Exchange Agreement governs the transfer of shares, valuation of stock, and the conversion ratio between the acquiring company (ZC Acquisition Corp.) and the target company (Refer Corp.). It also provides details on the rights and obligations of the stockholders of Refer Corp. during and after the exchange. This agreement encompasses various key elements, including the purchase price, payment terms, closing conditions, representations and warranties, and employee-related matters. It typically outlines the voting rights, dividend entitlements, and any restrictions applied to the transferred shares. Different types or variations of the Kings New York Share Exchange Agreement may include: 1. All-Cash Transaction Agreement: This type of agreement involves the acquisition of Refer Corp. by ZC Acquisition Corp. through a cash-only exchange, where the stockholders of Refer Corp. receive a predetermined amount of cash in exchange for their shares. 2. Stock-for-Stock Transaction Agreement: In this type of agreement, ZC Acquisition Corp. offers its own shares to the stockholders of Refer Corp. in exchange for their shares. The exchange ratio is determined based on the valuation of both companies' stocks, ensuring that the stockholders of Refer Corp. become shareholders of ZC Acquisition Corp. 3. Cash-and-Stock Transaction Agreement: This agreement combines both cash and stock as consideration for the acquisition. The stockholders of Refer Corp. receive a combination of cash and shares of ZC Acquisition Corp., typically based on a predetermined ratio. The Kings New York Share Exchange Agreement plays a vital role in protecting the interests of all parties involved in the transaction and ensuring a fair and equitable exchange of shares. It is imperative for all parties to thoroughly review and understand the terms and conditions outlined in the agreement before proceeding with the share exchange.