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Lock-Up Option

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Lock-Up Option
An antitakeover measure in which a target company offers stock options to a white knight to purchase a great deal of equity in the company at a price that would be disadvantageous to the acquiring company. This is designed to encourage the acquiring company to abandon the hostile takeover attempt. It is also called a lock-up defense.


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Ambanc's tender offer is subject to certain contingencies, including the satisfaction of a minimum tender condition, the Cohoes stockholders not approving the proposed Hudson River merger, valid termination of the lock-up option granted to Hudson River, customary bank regulatory approvals, and the execution of a definitive merger agreement to provide for the merger of Cohoes with and into Ambanc.
Ambanc's tender offer is subject to certain contingencies, including the satisfaction of a minimum tender condition, Cohoes stockholders not approving the proposed Hudson River sale, valid termination of the lock-up option granted to Hudson River, customary bank regulatory approvals, approvals by the Cohoes' Board of Directors and Cohoes stockholders necessary to remove anti-takeover obstacles, and satisfactory completion of due diligence.
25 per share, in cash, incorporates the cost of the lock-up option, which Ambanc estimates to be $1.
 
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