Replies to post #23144 on CuraScientific Corp (CSTF)

[Aquahoya]

Yep

[Jack_of_All_Trades]

That alone proves something huge is on the way...

VLNX

[AJ ROSE]

Its called a reverse triangular merger!!!

Merger
Summary: A merger means that two companies are literally combined into a single company. In the most common type of merger (a “reverse triangular merger”), the buyer will create a new wholly-owned subsidiary company (often called a “merger sub”) that will merge directly into your company, with the merger sub disappearing as a distinct legal entity following the completion of the merger. The result will be that the buyer owns 100% of the merged company (the “surviving entity,” which from a legal entity standpoint is your original company) and the selling stockholders receive a deal payment.

Advantages: To complete a merger, you typically need less than all of the stockholders to provide consent (the actual requirements will depend on state laws and the contracts you have signed). If your company has many diverse, small or scattered stockholders, it might make sense to pursue a merger so as to make the sale of your company easier and more streamlined.

Disadvantages: When compared to a stock purchase (described below), a merger can be more complicated, as it often requires the creation of a merger sub and the filing of a merger certificate with state authorities. Assuming that the number of stockholders is small and those stockholders are readily available, a stock purchase may be an easier and more efficient process than a merger. Additionally, some types of mergers result in your company’s disappearance as a distinct legal entity, which can trigger certain provisions (such as anti-assignment provisions) in contracts your company may have entered into.