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Wednesday, April 03, 2024 10:15:31 PM
It changes corporate structure, formation of a new holding company, and legal separation of obligations.
In summary, the Delaware 251(g) Reverse Triangular Merger involves the acquiring company (KOAN/APOLLO) establishing a subsidiary (New Parent Company) in Delaware, which then merges with the target company (EMGE). This results in EMGE becoming a subsidiary of the New Parent Company, with its (EMGE Equity Interests) including common stock, preferred stock, bonds, warrants, and other financial instruments transferred to KOAN/APOLLO, while benefiting from legal and tax advantages, EMGE ceases to exist as a separate entity.
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