Replies to post #62466 on SK3 Group Inc. (SKTO)

[integral]

Bingo, they admitted in the filings that some day in the future they will effect the sale of MG to SK3. But, also, S-4 requires a registrant, something neither are. Thus, the exemption does not apply. So eitherway, they skrewed the pooch on this one.

Anyone see the Certificate of Designation on the Convertible Pref. yet?

[stockfinder2012]

Lecture notes by Prof. Akula of MIT on various merger scenarios governed by Delaware or California law. It would be good to find his complete lecture on this subject. Many facets to parent/sub mergers. A clear recitation of the matter from recognized authoritative sources is needed here.

http://ocw.mit.edu/courses/sloan-school-of-management/15-649-the-law-of-mergers-and-acquisitions-spring-2003/lecture-notes/lec4.pdf