Phoenix Arizona Stock Tender Agreement between EMC Corp., Eagle Merger Corp., Computer Concepts Corp., et al.

• Category: Corporations - Public - Stock
• State: Multi-State
• City: Phoenix
• 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

Phoenix, Arizona Stock Tender Agreement is a legally binding contract that outlines the terms and conditions of the purchase of stock between EMC Corp., Eagle Merger Corp., Computer Concepts Corp., and other involved parties. This agreement is primarily focused on the acquisition of stock in Phoenix, Arizona-based companies. It establishes the framework under which the sellers agree to transfer their stock to the buyers, while the buyers agree to purchase the stock at predetermined prices. Key elements and provisions included in the Phoenix, Arizona Stock Tender Agreement: 1. Parties involved: The agreement identifies the involved parties, primarily EMC Corp., Eagle Merger Corp., Computer Concepts Corp., and any other entities directly related to the transaction. 2. Stock details: This agreement outlines the specific stock being tendered, including the number of shares, class of stock, and any accompanying rights or privileges. 3. Purchase price: The agreement specifies the purchase price per share or a formula to calculate the purchase price, considering any additional considerations such as dividends or stock splits. 4. Conditions: The agreement includes conditions precedent, outlining the requirements that must be met before the stock purchase can occur. These conditions may include regulatory approvals, due diligence, or any other necessary actions. 5. Representations and warranties: Both the buying and selling parties make representations and warranties about their authority to enter into the agreement, the accuracy of financial and stock information, and compliance with applicable laws. 6. Closing procedure: The stock tender agreement describes the closing procedure and timeline for the transaction, including the required documentation to complete the transfer of stock ownership. 7. Payment terms: It outlines the payment methods and any specific terms related to the settlement of the purchase price. This can include installment payments, cash, or a combination of methods. Different types of Phoenix, Arizona Stock Tender Agreements: 1. All-cash Tender Agreement: This type of agreement involves the purchase of stock using only cash. The selling parties receive the agreed-upon purchase price in cash, typically in a lump sum at the closing of the transaction. 2. Stock-for-Stock Tender Agreement: In this variation of the agreement, the purchase price consists of stock instead of cash. The sellers receive shares of stock in the buying company or a previously agreed-upon stock exchange ratio. 3. Rewarded Tender Agreement: This agreement includes additional compensation in the form of rewards, such as stock options, warrants, bonuses, or other incentives, provided by the buyers to entice the sellers to accept the tender offer. 4. Conditional Tender Agreement: This type of agreement includes specific conditions that must be fulfilled before the stock purchase agreement becomes binding. These conditions may relate to financial performance, regulatory approvals, or shareholder approval. In conclusion, the Phoenix, Arizona Stock Tender Agreement is a comprehensive document outlining the terms and conditions of the purchase of stock between EMC Corp., Eagle Merger Corp., Computer Concepts Corp., and other associated parties. Different variations of the agreement may exist, including all-cash, stock-for-stock, rewarded, or conditional tender agreements, each catering to specific circumstances and negotiation dynamics.