Plan of Stock Issuance. Eastern and the Executive expect that after the date of this Agreement, Eastern will file a Plan of Conversion (the “Plan”) with the Division of Banks of the Commonwealth of Massachusetts pursuant to 209 CMR 33.00 (the “Regulations”) on or about [________________] (the “Filing”). Pursuant to the Plan, and subject to the terms and conditions therein, Eastern will reorganize into a publicly traded bank holding company and conduct a public offering of its common stock to eligible depositors of the Bank and others (the “Stock Offering”). Upon the completion of the Stock Offering, the Bank will be a wholly-owned subsidiary of Eastern Bankshares and MHC will cease to exist. Immediately prior to the completion of the Stock Offering, MHC will transfer to Eastern Bankshares all the capital stock of the Bank, resulting in the Bank being a wholly-owned subsidiary of Eastern Bankshares and an indirect, majority owned subsidiary of MHC. The Stock Offering and the related reorganization in which the Bank becomes a wholly-owned subsidiary of Eastern Bankshares are sometimes referred to collectively in this Agreement as the “Reorganization.”
Appears in 4 contracts
Samples: Change in Control Agreement (Eastern Bankshares, Inc.), Change in Control Agreement (Eastern Bankshares, Inc.), Change in Control Agreement (Eastern Bankshares, Inc.)
Plan of Stock Issuance. Eastern and the Executive expect that after the date of this Agreement, Eastern will file a Plan of Conversion (the “Plan”) with the Division of Banks of the Commonwealth of Massachusetts pursuant to 209 CMR 33.00 (the “Regulations”) on or about [________________] June 18, 2020 (the “Filing”). Pursuant to the Plan, and subject to the terms and conditions therein, Eastern will reorganize into a publicly traded bank holding company and conduct a public offering of its common stock to eligible depositors of the Bank and others (the “Stock Offering”). Upon the completion of the Stock Offering, the Bank will be a wholly-owned subsidiary of Eastern Bankshares and MHC will cease to exist. Immediately prior to the completion of the Stock Offering, MHC will transfer to Eastern Bankshares all the capital stock of the Bank, resulting in the Bank being a wholly-owned subsidiary of Eastern Bankshares and an indirect, majority owned subsidiary of MHC. The Stock Offering and the related reorganization in which the Bank becomes a wholly-owned subsidiary of Eastern Bankshares are sometimes referred to collectively in this Agreement as the “Reorganization.”
Appears in 2 contracts
Samples: Change in Control Agreement (Eastern Bankshares, Inc.), Change in Control Agreement (Eastern Bankshares, Inc.)