Thursday, October 19, 2017 10:44:20 AM
The IDGCers are in good hands and they will be automatically become the owners
with the Parent company IDGC is merging with.....imo
In my opinion this what is going to happen once Finra approve which will eventually happen
These are the steps to achieve the tax-free (under section 368(a)(1) of the Internal Revenue Code) merger/reorganization, conforming to Section 251(g) of the Delaware General Corporation Law as a shell cleanup tool – eliminating corporate debt and potential debt.
First, the public company, say Predecessor Corporation, re-domiciles, for example, to Delaware or Colorado, being the jurisdictions of choice, depending upon the circumstances and based on budgetary concerns vis-à-vis the objectives (Delaware being the Cadillac, having the benefit of in common law precedent, but costing an additional approximately $4000 in filing fees).
Then there are two new companies which must be formed, in order to conform to the rules as outlined in Delaware Section 251(g) of the corporate statute, as follows: First, the existing public company Predecessor Corporation forms, as it subsidiary, a new company which ultimately becomes the holding company and, consequently, the successor issuer/new public company or (which we typically refer to as “Hold-Co”). Then Hold-Co, as its first course of business, forms a new company, as it subsidiary, which we typically refer to as “Merger Sub”.
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