Support/Tender Agreement Sample Contracts

Support/Tender Agreement
Support/Tender Agreement • February 24th, 2005 • Thrall Omni CO Inc • Electronic components & accessories • Texas

Concurrently with the execution and delivery of this letter agreement, Thrall Omni Company, Inc. a Delaware corporation ("Parent"), Amherst Acquisition Co., a Texas corporation and a wholly owned subsidiary of Parent ("Subcorp"), and AMX Corporation, a Texas corporation (the "Company") are entering into an Agreement and Plan of Merger, dated the date of this letter agreement (the "Merger Agreement"), providing for, among other things, a tender offer (the "Offer") by Subcorp for all of the outstanding common stock, par value $0.01 per share, of the Company ("Company Common Stock") at a price per share of $21.50 net to the seller in cash (such price or any higher price paid in the Offer, the "Offer Price"), to be followed by a merger of Subcorp with and into the Company, with the Company as the surviving corporation (the "Merger"), pursuant to which each share of Company Common Stock then-outstanding (other than as specifically provided for to the contrary in the Merger Agreement), shall

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Support/Tender Agreement
Support/Tender Agreement • February 16th, 2005 • Amx Corp /Tx/ • Electronic components & accessories • Texas

Concurrently with the execution and delivery of this letter agreement, Thrall Omni Company, Inc., a Delaware corporation (“Parent”), Amherst Acquisition Co., a Texas corporation and a wholly owned subsidiary of Parent (“Subcorp”), and AMX Corporation, a Texas corporation (the “Company”) are entering into an Agreement and Plan of Merger, dated the date of this letter agreement (the “Merger Agreement”), providing for, among other things, a tender offer (the “Offer”) by Subcorp for all of the outstanding common stock, par value $0.01 per share, of the Company (“Company Common Stock”) at a price per share of $22.50 net to the seller in cash (such price or any higher price paid in the Offer, the “Offer Price”), to be followed by a merger of Subcorp with and into the Company, with the Company as the surviving corporation (the “Merger”), pursuant to which each share of Company Common Stock then-outstanding (other than as specifically provided for to the contrary in the Merger Agreement), shal

Support/Tender Agreement
Support/Tender Agreement • February 24th, 2005 • Thrall Omni CO Inc • Electronic components & accessories • Texas

Concurrently with the execution and delivery of this letter agreement, Thrall Omni Company, Inc., a Delaware corporation ("Parent"), Amherst Acquisition Co., a Texas corporation and a wholly owned subsidiary of Parent ("Subcorp"), and AMX Corporation, a Texas corporation (the "Company") are entering into an Agreement and Plan of Merger, dated the date of this letter agreement (the "Merger Agreement"), providing for, among other things, a tender offer (the "Offer") by Subcorp for all of the outstanding common stock, par value $0.01 per share, of the Company ("Company Common Stock") at a price per share of $21.50 net to the seller in cash (such price or any higher price paid in the Offer, the "Offer Price"), to be followed by a merger of Subcorp with and into the Company, with the Company as the surviving corporation (the "Merger"), pursuant to which each share of Company Common Stock then-outstanding (other than as specifically provided for to the contrary in the Merger Agreement), shal

Support/Tender Agreement
Support/Tender Agreement • May 28th, 2004 • Cardinal Health Inc • Wholesale-drugs, proprietaries & druggists' sundries • Delaware

Concurrently with the execution and delivery of this letter agreement, Cardinal Health, Inc. (“Cardinal Health”), Blue Merger Corp., a wholly owned subsidiary of Cardinal Health (“Subcorp”), and ALARIS Medical Systems, Inc. (“ALARIS”) are entering into the Agreement and Plan of Merger, dated the date of this letter agreement (the “Merger Agreement”), providing for, among other things, a tender offer (the “Offer”) by Subcorp for all of the outstanding common stock, par value $0.01 per share, of ALARIS (“ALARIS Common Stock”) at a price per share of $22.35 net to the seller in cash (such price or any higher price paid in the Offer, the “Offer Price”), to be followed by a merger of Subcorp with and into ALARIS, with ALARIS as the surviving corporation (the “Merger”), pursuant to which each share of ALARIS Common Stock then-outstanding (other than as specifically provided for to the contrary in the Merger Agreement), shall be converted into the right to receive an amount in cash without in

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