Palm Beach Florida Stock Tender Agreement between EMC Corp., Eagle Merger Corp., Computer Concepts Corp., et al.

• Category: Corporations - Public - Stock
• State: Multi-State
• County: Palm Beach
• Control #: US-EG-9439
• Format: Word; Rich Text

Description

Stock Tender Agreement between EMC Corporation, Eagle Merger Corporation, Computer Concepts Corporation, James Cannavino, Dennis Murray and Charles Feld regarding the purchase of all issued and outstanding shares of common stock in regard to entering a A Palm Beach, Florida Stock Tender Agreement between EMC Corp., Eagle Merger Corp., Computer Concepts Corp., et al., refers to a legally binding contract that outlines the terms and conditions for the acquisition of stock between these entities. This agreement formalizes the process of purchasing shares, often at a predetermined price, and can be categorized into various types based on their specific provisions. 1. Traditional Stock Tender Agreement: This type of agreement involves EMC Corp., Eagle Merger Corp., Computer Concepts Corp., et al., agreeing to provide a tender offer to the shareholders of a targeted company, typically at a premium price per share. It includes details regarding the number of shares to be acquired, the proposed purchase price, and the timeline for completion. 2. All-Cash Tender Agreement: In this form of agreement, the offer from EMC Corp., Eagle Merger Corp., Computer Concepts Corp., et al., to the target company's shareholders is solely in cash. The agreement outlines the cash amount to be paid for each share, the funding source, and any additional conditions for the completion of the transaction. 3. Stock and Cash Tender Agreement: This type of agreement permits a combination of cash and stock as the consideration for tendered shares. EMC Corp., Eagle Merger Corp., Computer Concepts Corp., et al., may offer a certain cash amount per share along with a predetermined number of their own company's shares. The terms also specify the ratio of cash and stock, as well as any adjustments based on prevailing market conditions. 4. Conditional Tender Agreement: This agreement type imposes specific conditions to be met before the tender offer becomes binding. It may require approvals from regulatory bodies (such as the Securities and Exchange Commission), the satisfaction of due diligence, or the attainment of a minimum percentage of shares tendered. EMC Corp., Eagle Merger Corp., Computer Concepts Corp., et al., agree to abide by these conditions and proceed accordingly. 5. Hostile Tender Agreement: If the targeted company opposes the acquisition attempts by EMC Corp., Eagle Merger Corp., Computer Concepts Corp., et al., a hostile tender agreement is utilized. This agreement outlines the steps to be taken in the event of uncooperative behavior or resistance, such as a hostile takeover bid or proxy fight. 6. Definitive Tender Agreement: This agreement represents the final and binding version of the negotiated terms. It includes specific details about the purchase price, the closing date, representations and warranties, indemnification provisions, and any post-closing obligations. EMC Corp., Eagle Merger Corp., Computer Concepts Corp., et al., sign this agreement to solidify their commitment to the acquisition. In conclusion, a Palm Beach, Florida Stock Tender Agreement between EMC Corp., Eagle Merger Corp., Computer Concepts Corp., et al., encompasses various types based on considerations like the form of consideration (cash, stock, or a combination), specific conditions, and whether the agreement is hostile or cooperative in nature. These agreements play a vital role in facilitating the acquisition of stock and ensuring a transparent and fair process for all parties involved.

A Palm Beach, Florida Stock Tender Agreement between EMC Corp., Eagle Merger Corp., Computer Concepts Corp., et al., refers to a legally binding contract that outlines the terms and conditions for the acquisition of stock between these entities. This agreement formalizes the process of purchasing shares, often at a predetermined price, and can be categorized into various types based on their specific provisions. 1. Traditional Stock Tender Agreement: This type of agreement involves EMC Corp., Eagle Merger Corp., Computer Concepts Corp., et al., agreeing to provide a tender offer to the shareholders of a targeted company, typically at a premium price per share. It includes details regarding the number of shares to be acquired, the proposed purchase price, and the timeline for completion. 2. All-Cash Tender Agreement: In this form of agreement, the offer from EMC Corp., Eagle Merger Corp., Computer Concepts Corp., et al., to the target company's shareholders is solely in cash. The agreement outlines the cash amount to be paid for each share, the funding source, and any additional conditions for the completion of the transaction. 3. Stock and Cash Tender Agreement: This type of agreement permits a combination of cash and stock as the consideration for tendered shares. EMC Corp., Eagle Merger Corp., Computer Concepts Corp., et al., may offer a certain cash amount per share along with a predetermined number of their own company's shares. The terms also specify the ratio of cash and stock, as well as any adjustments based on prevailing market conditions. 4. Conditional Tender Agreement: This agreement type imposes specific conditions to be met before the tender offer becomes binding. It may require approvals from regulatory bodies (such as the Securities and Exchange Commission), the satisfaction of due diligence, or the attainment of a minimum percentage of shares tendered. EMC Corp., Eagle Merger Corp., Computer Concepts Corp., et al., agree to abide by these conditions and proceed accordingly. 5. Hostile Tender Agreement: If the targeted company opposes the acquisition attempts by EMC Corp., Eagle Merger Corp., Computer Concepts Corp., et al., a hostile tender agreement is utilized. This agreement outlines the steps to be taken in the event of uncooperative behavior or resistance, such as a hostile takeover bid or proxy fight. 6. Definitive Tender Agreement: This agreement represents the final and binding version of the negotiated terms. It includes specific details about the purchase price, the closing date, representations and warranties, indemnification provisions, and any post-closing obligations. EMC Corp., Eagle Merger Corp., Computer Concepts Corp., et al., sign this agreement to solidify their commitment to the acquisition. In conclusion, a Palm Beach, Florida Stock Tender Agreement between EMC Corp., Eagle Merger Corp., Computer Concepts Corp., et al., encompasses various types based on considerations like the form of consideration (cash, stock, or a combination), specific conditions, and whether the agreement is hostile or cooperative in nature. These agreements play a vital role in facilitating the acquisition of stock and ensuring a transparent and fair process for all parties involved.