Cat clause, I noticed that discrepancy when I was reading the 8-K. I think this is the reason why people are confused.
In article II, The buyer, which is FHAL is the surviving corporation, but in Exhibit A, CVSU is the survivng corporation.
ARTICLE II
THE MERGER; CONVERSION AND EXCHANGE OF COMPANY SHARES
2.1. THE MERGER.
(a) The Merger. On the terms and subject to the conditions of this Agreement, the Plan of Merger in respect of the Merger, which shall be substantially in the form attached hereto as EXHIBIT A, and Delaware Law, the Company shall merge into the Buyer, the separate existence of the Company shall cease, and the Buyer shall be the surviving corporation (the "Surviving Holding Company") and shall continue its corporate existence under the laws of the State of Delaware.
EXHIBIT A
FORM OF PLAN OF MERGER
A. Corporations Participating in Merger.
Conversion Solutions, Inc., a Delaware corporation (the "CVSU"), will merge (the "Merger") with and into Fronthaul Group Inc., a Delaware corporation ( "FHAL" ), pursuant to the terms of the Merger Agreement, dated as of July 8, 20062005 between CVSU and FHAL (the "Agreement" ). CVSU will be the surviving corporation (the "Surviving Corporation" ) of the Merger.
B. Name of Surviving Corporation.
After the Merger, the Surviving Corporation shall have the name "Conversion Solutions, Inc."
