EXHIBIT 2.1 REORGANIZATION AGREEMENT This REORGANIZATION AGREEMENT dated as of October 31, 2008 (the "Agreement") is by and between Amerigo Energy, Inc., a Delaware corporation ("Amerigo Energy") and Granite Energy, Inc., a Nevada corporation...Reorganization Agreement • March 3rd, 2009 • Amerigo Energy, Inc. • Services-miscellaneous amusement & recreation • Nevada
EXHIBIT 10.6(b) COVENANT NOT TO COMPETE OR SOLICIT BUSINESS ------------------------------------------- TN Technologies Holding Inc., a Delaware corporation ("Buyer") and Douglas C. Ahlers ("Executive") enter into this Covenant Not To Compete or...Reorganization Agreement • December 23rd, 1998 • Modem Media Poppe Tyson Inc • Services-business services, nec • Connecticut
REORGANIZATION AGREEMENT by and between LIBERTY MEDIA CORPORATION and ATLANTA BRAVES HOLDINGS, INC. Dated as of June 28, 2023Reorganization Agreement • July 18th, 2023 • Liberty Media Corp • Television broadcasting stations • Nevada
This REORGANIZATION AGREEMENT (together with all Schedules and Exhibits hereto, this “Agreement”), dated as of June 28, 2023, is entered into by and between LIBERTY MEDIA CORPORATION, a Delaware corporation (“Liberty Media”), and ATLANTA BRAVES HOLDINGS, INC., a Nevada corporation (“SplitCo”). Certain capitalized terms used herein have the meanings ascribed thereto in Section 7.1.
Exhibit 2.1 REORGANIZATION AGREEMENT dated March 15, 2002,Reorganization Agreement • March 21st, 2002 • Anchor Glass Container Corp /New • Glass containers • New York
RECITALSReorganization Agreement • September 11th, 2000 • Metavante Corp • Services-business services, nec • Wisconsin
REORGANIZATION AGREEMENT between LIBERTY INTERACTIVE CORPORATION and COMMERCEHUB, INC. Dated as of July 15, 2016Reorganization Agreement • July 26th, 2016 • CommerceHub, Inc. • Services-prepackaged software • Delaware
This REORGANIZATION AGREEMENT (together with all Schedules and Exhibits hereto, this “Agreement”), dated as of July 15, 2016, is entered into by and between LIBERTY INTERACTIVE CORPORATION, a Delaware corporation (“LIC”), and COMMERCEHUB, INC., a Delaware corporation (“Spinco”). Certain capitalized terms used herein have the meanings ascribed thereto in Section 7.1.
EX-2.1 2 d508867dex21.htm EX-2.1 EXECUTION VERSION REORGANIZATION AGREEMENT between LIBERTY GLOBAL PLC and LIBERTY LATIN AMERICA LTD. Dated as of December 29, 2017 Page EXHIBIT A – Form of Facilities Sharing Agreement EXHIBIT B – Form of Sublease...Reorganization Agreement • May 5th, 2020 • Delaware
This REORGANIZATION AGREEMENT (together with all Schedules and Exhibits hereto, this “Agreement”), dated as of December 29, 2017, is entered into by and between LIBERTY GLOBAL PLC, a public limited company organized under the laws of England and Wales (“LGP”), and Liberty Latin America Ltd., an exempted Bermuda company limited by shares (“Splitco”). Certain capitalized terms used herein have the meanings ascribed thereto in Section 7.1.
FORM OF REORGANIZATION AGREEMENT between LIBERTY MEDIA CORPORATION and LIBERTY BROADBAND CORPORATION Dated as of [·], 2014Reorganization Agreement • October 15th, 2014 • Liberty Broadband Corp • Cable & other pay television services • Delaware
This REORGANIZATION AGREEMENT (together with all Schedules and Exhibits hereto, this “Agreement”), dated as of [·], 2014, is entered into by and between LIBERTY MEDIA CORPORATION, a Delaware corporation (“LMC”), and LIBERTY BROADBAND CORPORATION, a Delaware corporation (“Spinco”). Certain capitalized terms used herein have the meanings ascribed thereto in Section 7.1.
This Reorganization Agreement ("Agreement") is made and entered into --------- this 30h day of July 2000, between and among Yifan Communications, Inc., a Delaware corporation formerly known as Smart Games Interactive, Inc. (the "Company"), Yifan.com,...Reorganization Agreement • August 17th, 2000 • Yifan Communications Inc • Games, toys & children's vehicles (no dolls & bicycles)
REORGANIZATION AGREEMENT among VIA VAREJO S.A., CNOVA COMÉRCIO ELETRÔNICO S.A. and CNOVA N.V. Dated as of August 8, 2016Reorganization Agreement • August 23rd, 2016 • Cnova N.V. • Retail-catalog & mail-order houses
(Via Varejo, Cnova Brazil and Cnova NV are referred to herein, collectively, as the “Parties” and, each individually, as a “Party”).
ACQUISITION & REORGANIZATION AGREEMENT THIS AGREEMENT sets forth the plan of acquisition and reorganization as of the day of February 12, 1996, which Agreement shall be effective on February 12, 1996 (the "Effective Closing Date"') by and among...Reorganization Agreement • May 23rd, 2000 • Amalgamated Explorations Inc • Oil & gas field exploration services • Colorado
FORM OF REORGANIZATION AGREEMENT between Liberty Media Corporation and Liberty Entertainment, Inc. Dated as of [ • ], 2009Reorganization Agreement • October 2nd, 2009 • Liberty Entertainment, Inc. • Cable & other pay television services • Delaware
This REORGANIZATION AGREEMENT (together with all Schedules and Exhibits hereto, this "Agreement"), dated as of [ • ], 2009, is entered into by and between LIBERTY MEDIA CORPORATION, a Delaware corporation ("LMC"), and LIBERTY ENTERTAINMENT, INC., a Delaware corporation ("LEI").
Certain information has been excluded pursuant to Regulation S-K, Item 601(b)(10)(iv) from this Document because it is both not material and is the type that the registrant treats as private or confidential. REORGANIZATION AGREEMENTReorganization Agreement • September 27th, 2021 • P10, Inc. • Investment advice
THIS REORGANIZATION AGREEMENT (“Agreement”) is made and entered into as of November 19, 2020 (the “Execution Date”), by and among Enhanced Capital Group, LLC, a Delaware limited liability company (“ECG”), Enhanced Tax Credit Finance, LLC, a Delaware limited liability company (“ETCF”), Enhanced Capital Partners, LLC, a Delaware limited liability company (“ECP”), Enhanced Permanent Capital, LLC, a Delaware limited liability company (“Enhanced PC”), Enhanced Capital Holdings, Inc., a Delaware corporation (“ECH”), and solely for purposes of Section 3.1(c), Michael Korengold. Each of ECG, ETCF, ECP, Enhanced PC, and ECH are sometimes referred to herein individually as a “Party,” and collectively, as the “Parties.” Unless otherwise specified, capitalized terms used but not defined herein have the meanings ascribed to such terms in the SPA (as hereinafter defined).
Exhibit 10.2 REORGANIZATION AGREEMENT ------------------------ This Reorganization Agreement is made and entered into as of August 25, 2000 (the "Agreement") by and among Arthur D. Little, Inc., a Massachusetts corporation ("Parent"), and c-quential,...Reorganization Agreement • October 11th, 2000 • C Quential Inc • Services-management consulting services • Massachusetts
REORGANIZATION AGREEMENT between LIBERTY MEDIA CORPORATION and LIBERTY CAPSTARZ, INC. Dated as of August 30, 2011Reorganization Agreement • September 23rd, 2011 • Liberty Media Corp • Cable & other pay television services • Delaware
This REORGANIZATION AGREEMENT (together with all Schedules and Exhibits hereto, this “Agreement”), dated as of August 30, 2011, is entered into by and between LIBERTY MEDIA CORPORATION, a Delaware corporation (“LMC”), and LIBERTY CAPSTARZ, INC., a Delaware corporation (“Splitco”). Certain capitalized terms used herein have the meanings ascribed thereto in Section 7.1.
AGREEMENT OF MERGER OF SYS A California Corporation AND WHITE SHADOW, INC. A California CorporationReorganization Agreement • June 7th, 2011 • Henry Bros. Electronics, Inc. / VA • Services-computer processing & data preparation • California
THIS AGREEMENT OF MERGER (this "Agreement"), is made and entered into as of June 26, 2008 by and among Kratos Defense & Security Solutions, Inc, a Delaware corporation ("Parent"), SYS, a California corporation (the "Company"), and White Shadow, Inc., a California corporation and a wholly-owned subsidiary of Parent ("Sub" and, together with the Company, the "Constituent Corporations").
REORGANIZATION AGREEMENT between FIDELITY NATIONAL FINANCIAL, INC. and CANNAE HOLDINGS, INC. Dated as of November 17, 2017Reorganization Agreement • November 20th, 2017 • Cannae Holdings, Inc. • Retail-eating & drinking places • Delaware
This REORGANIZATION AGREEMENT (together with all Exhibits hereto, this “Agreement”), dated as of November 17, 2017, is entered into by and between FIDELITY NATIONAL FINANCIAL, INC., a Delaware corporation (“FNF”), and CANNAE HOLDINGS, INC., a Delaware corporation (“Splitco”). Certain capitalized terms used herein have the meanings ascribed thereto in Section 7.1.
REORGANIZATION AGREEMENT AMENDMENT NO. 3Reorganization Agreement • January 2nd, 2013 • Stalar 2, Inc. • Blank checks
This Amendment (“Amendment”) dated December 28, 2012 is to that Reorganization Agreement entered into made as of June 11, 2011, by and between LCTI Low Carbon Technologies International, Inc., a British Columbia corporation (“LCTI”) and Stalar 2, Inc., a Delaware corporation (the “Company”).
REORGANIZATION AGREEMENT among GENERAL COMMUNICATION, INC., ALASKA DIGITEL, LLC, THE MEMBERS OF ALASKA DIGITEL, LLC, AKD HOLDINGS, LLC and THE MEMBERS OF DENALI PCS, LLC Dated as of June 16, 2006Reorganization Agreement • March 15th, 2011 • General Communication Inc • Telephone communications (no radiotelephone) • Alaska
THIS REORGANIZATION AGREEMENT (this “Agreement”) is made as of June 16, 2006, among General Communication, Inc., an Alaska corporation (“GCI”), Alaska DigiTel, LLC, an Alaska limited liability company (“AKD”), PacifiCom Holdings, L.L.C., a Delaware limited liability company (“Pacificom”), Red River Wireless, LLC, a Delaware limited liability company (“Red River” and, together with Pacificom, individually and collectively the “Denali Members”), Graystone Holdings, LLC, an Alaska limited liability company (“Graystone” and, together with Pacificom and Red River, individually and collectively, the “AKD Members”), and AKD Holdings, LLC, a Delaware limited liability company (“Parent”).
WITNESSETHReorganization Agreement • December 29th, 1997 • Hudson Chartered Bancorp Inc • National commercial banks • New York
REORGANIZATION AGREEMENT BY AND AMONG MEDIAALPHA, INC., QL HOLDINGS LLC, AND THE OTHER PARTIES NAMED HEREIN DATED AS OF [ ], 2020Reorganization Agreement • October 23rd, 2020 • MediaAlpha, Inc. • Insurance carriers, nec • Delaware
WHEREAS, immediately prior to the Reorganization Transactions, QL Management Holdings LLC, a Delaware limited liability company and the holding entity through which the Senior Executives and the LPIHs indirectly held all or a portion of their interests in the Company, dissolved pursuant to that certain Plan of Liquidation and Dissolution, dated as of or around the date hereof, resulting in the Senior Executives and the LPIHs directly holding their interests in the Company; and
REORGANIZATION AGREEMENT between LIBERTY INTERACTIVE CORPORATION and LIBERTY EXPEDIA HOLDINGS, INC. Dated as of October 26, 2016Reorganization Agreement • November 4th, 2016 • Liberty Expedia Holdings, Inc. • Retail-nonstore retailers • Delaware
This REORGANIZATION AGREEMENT (together with all Schedules and Exhibits hereto, this “Agreement”), dated as of October 26, 2016, is entered into by and between LIBERTY INTERACTIVE CORPORATION, a Delaware corporation (“LIC”), and LIBERTY EXPEDIA HOLDINGS, INC., a Delaware corporation (“Splitco”). Certain capitalized terms used herein have the meanings ascribed thereto in Section 7.1.
LIBERTY PROPERTY HOLDINGS, INC. 12300 LIBERTY BOULEVARD ENGLEWOOD, CO 80112Reorganization Agreement • March 14th, 2018 • Gci Liberty, Inc. • Telephone communications (no radiotelephone) • Colorado
Liberty Interactive Corporation, a Delaware corporation (“LIC”), has effected, or will shortly effect, among other things, the split-off (the “Split-Off”) of GCI Liberty, Inc., an Alaska corporation and subsidiary of LIC as of the date hereof (including its successor, “Splitco”), by means of the redemption of all of the issued and outstanding shares of LIC’s Liberty Ventures common stock, in exchange for all of the issued and outstanding shares of Splitco common stock owned by LIC. To that end, LIC, Splitco, and Liberty Interactive LLC, a Delaware limited liability company and a direct, wholly owned subsidiary of LIC (“Liberty LLC”) have entered into an Agreement and Plan of Reorganization, dated as of April 4, 2017, as amended by Amendment No. 1 to Reorganization Agreement, dated as of July 19, 2017, and Amendment No. 2 to Reorganization Agreement, dated as of November 8, 2017 (the “Reorganization Agreement”), pursuant to which, among other things, various assets and businesses of LIC
REORGANIZATION AGREEMENT Dated as of [●], 2021Reorganization Agreement • June 23rd, 2021 • Clear Secure, Inc. • Services-prepackaged software • Delaware
REORGANIZATION AGREEMENT (this “Agreement”), dated as of [●], 2021, by and among Clear Secure, Inc., a Delaware corporation (“Pubco”), Alclear Holdings, LLC, a Delaware limited liability company (the “Company”), Alclear Investments, LLC, a Delaware limited liability company (“Alclear Investments Stockholder”), Alclear Investments II, LLC, a Delaware limited liability company (“Alclear Investments II Stockholder”), Alclear Management Pooling Vehicle, LLC, a Delaware limited liability company (“Pooling LLC”), each Exercising Warrant Holder, each Exchanging Warrant Holder, each Non-Exchanging Warrant Holder, each Blocker Merger Sub, each Blocker Entity and each of the individuals designated as “Blocker Entity Members” on the signature pages hereto.
REORGANIZATION AGREEMENT by and betweenReorganization Agreement • September 6th, 2023 • Mag Mile Capital, Inc. • Industrial process furnaces & ovens • Illinois
This Reorganization Agreement (this “Agreement”) is made and entered into as of March 30, 2023 by and between Myson, Inc., an Oklahoma corporation (“Myson”), and Megamile Capital, Inc., an Illinois corporation d/b/a Mag Mile Capital f/k/a CSF Capital LLC. (“Mag Mile Capital”). Myson and Mag Mile Capital are sometimes referred to herein individually as a “Party” and, collectively, as the “Parties”.
FORM OF REORGANIZATION AGREEMENT among Liberty Media Corporation, Discovery Holding Company and Ascent Media Group, Inc. Dated as of [ ], 2005Reorganization Agreement • June 27th, 2005 • Discovery Holding CO • Local & suburban transit & interurban hwy passenger trans • Delaware
This Reorganization Agreement (this "Agreement") dated as of [ ], 2005 is among Liberty Media Corporation, a Delaware corporation ("LMC"), Ascent Media Group, Inc., a Delaware corporation ("Ascent"), and Discovery Holding Company, a Delaware corporation (the "Company").
EX-10.17 7 d273299dex1017.htm FORM OF REORGANIZATION AGREEMENT REORGANIZATION AGREEMENTReorganization Agreement • May 5th, 2020 • Delaware
This is a REORGANIZATION AGREEMENT, dated as of [•], 2012 (the “Agreement”), by and among Edgen Group Inc., a Delaware corporation (“Edgen Group”), Edgen Murray II, L.P., a Delaware limited partnership (“EM II LP”), Bourland & Leverich Holdings, LLC, a Delaware limited liability company (“B&L”), EDG Holdco LLC, a Delaware limited liability company (“EDG LLC”), and EM Holdings LLC, a Delaware limited liability company (“EM Holdings”).
FORM OF REORGANIZATION AGREEMENT by and among GODADDY INC., DESERT NEWCO, LLC AND THE OTHER PARTIES NAMED HEREIN Dated as of [ ], 2015Reorganization Agreement • February 24th, 2015 • GoDaddy Inc. • Services-computer integrated systems design • Delaware
This REORGANIZATION AGREEMENT (as amended, supplemented or restated from time to time, this “Agreement”) is entered into as of [ ], 2015, by and among (i) GoDaddy Inc., a Delaware corporation (“Pubco”), (ii) Desert Newco, LLC, a Delaware limited liability company (the “Company”), (iii) the KKR Parties (as defined below), (iv) the SL Parties (as defined below), (v) the TCV Parties (as defined below), (vi) The Go Daddy Group, Inc., an Arizona corporation (“Holdings”), (vii) Desert Newco Managers, LLC, a Delaware limited liability company (“Employee Holdco”) and (viii) [ ], a Delaware corporation and wholly-owned subsidiary of Pubco (“Merger Sub 1”), [ ], a Delaware corporation and wholly-owned subsidiary of Pubco (“Merger Sub 2”), [ ], a Delaware corporation and wholly-owned subsidiary of Pubco (“Merger Sub 3”), and [ ], a Delaware corporation and wholly-owned subsidiary of Pubco (“Merger Sub 4”).
REORGANIZATION AGREEMENTReorganization Agreement • July 9th, 2020 • Trean Insurance Group, Inc. • Fire, marine & casualty insurance • Delaware
REORGANIZATION AGREEMENT BY AND AMONG CVR REFINING GP, LLC CVR REFINING HOLDINGS, LLC CVR REFINING HOLDINGS SUB, LLC AND CVR REFINING, LP DATED AS OF JANUARY 16, 2013Reorganization Agreement • January 23rd, 2013 • CVR Refining, LP • Petroleum refining • Delaware
This Reorganization Agreement, dated as of January 16, 2013 (this “Agreement”), is entered into by and among CVR Refining GP, LLC, a Delaware limited liability company (“CVR Refining GP”), CVR Refining Holdings, LLC, a Delaware limited liability company (“CVR Refining Holdings”), CVR Refining Holdings Sub, LLC, a Delaware limited liability company and a wholly owned subsidiary of CVR Refining Holdings (“Refining Holdings Sub”), and CVR Refining, LP, a Delaware limited partnership (the “Partnership”). The above named entities are sometimes referred to herein as a “Party” and collectively as the “Parties.”
OmniReliant Holdings, Inc.Reorganization Agreement • July 29th, 2009 • Omnireliant Holdings, Inc. • Perfumes, cosmetics & other toilet preparations
REORGANIZATION AGREEMENT by and among LIBERTY MEDIA CORPORATION, Liberty Sirius XM Holdings Inc. and SIRIUS XM HOLDINGS INC. Dated as of December 11, 2023Reorganization Agreement • December 13th, 2023 • Sirius Xm Holdings Inc. • Radio broadcasting stations • Delaware
This REORGANIZATION AGREEMENT (together with all Schedules and Exhibits hereto, this “Agreement”), dated as of December 11, 2023, is entered into by and among LIBERTY MEDIA CORPORATION, a Delaware corporation (“Liberty Media”), LIBERTY SIRIUS XM HOLDINGS INC., a Delaware corporation (“SplitCo”), and SIRIUS XM HOLDINGS INC., a Delaware corporation (“SiriusXM”). Certain capitalized terms used herein have the meanings ascribed thereto in Section 7.1 or Exhibit A.
REORGANIZATION AGREEMENT among Discovery Holding Company, Discovery Communications, Inc., Ascent Media Corporation, Ascent Media Group, LLC and Ascent Media Creative Sound Services, Inc. Dated as of June 4, 2008Reorganization Agreement • June 13th, 2008 • Ascent Media CORP • Delaware
This REORGANIZATION AGREEMENT (together with all Schedules and Exhibits hereto, this “Agreement”), dated as of June 4, 2008, is entered into by and among DISCOVERY HOLDING COMPANY, a Delaware corporation (“DHC”), DISCOVERY COMMUNICATIONS, INC., a Delaware corporation (“New Discovery Holdco”), ASCENT MEDIA CORPORATION, a Delaware corporation (“Spinco”), ASCENT MEDIA GROUP, LLC, a Delaware limited liability company (“AMG”), and ASCENT MEDIA CREATIVE SOUND SERVICES, INC., a New York corporation (the “Audio Company”).
FIRST AMENDMENT TO THE REORGANIZATION AGREEMENTReorganization Agreement • June 17th, 2024 • Liberty Media Corp • Television broadcasting stations
This FIRST AMENDMENT (this “Amendment”) to the REORGANIZATION AGREEMENT, dated as of December 11, 2023 (the “Original Agreement”), by and among LIBERTY MEDIA CORPORATION, a Delaware corporation (“Liberty Media”), LIBERTY SIRIUS XM HOLDINGS INC., a Delaware corporation (“SplitCo”), and SIRIUS XM HOLDINGS INC., a Delaware corporation (“SiriusXM”), is made as of June 16, 2024, by and among Liberty Media, SplitCo and SiriusXM.
PLAN OF MERGERReorganization Agreement • December 31st, 1998 • Spectrum Laboratories Inc /Ca • Orthopedic, prosthetic & surgical appliances & supplies • California
