Two other factors weigh in favor of retaining S status: tax-free distributions of accumulated S income can still be made to stockholders
and S corporations are not subject to the AET.
We wanted stockholders
to be confident that we are managing Ceridian for their benefit.
Gartzke and Sales) approved the proposed merger and recommends that all ADESA stockholders
vote "FOR" the adoption and approval of the merger agreement and the merger.
Many taxpayers have redemption agreements under which the corporation agrees to purchase the stock of a deceased stockholder
In connection with the proposed merger with Jazz and the required stockholder
approval, Acquicor has filed a definitive proxy statement on Schedule 14A with the SEC that was first mailed to its stockholders
on February 1, 2007.
b) provide to Continental, along with the stock certificate and stock power, a written certificate addressed to Terra Nova and signed by the Converting Stockholder
to the effect that: (i) the Converting Stockholder
was a holder of record as of the Record Date for purposes of the special meeting of stockholders
, (ii) the Converting Stockholder
has held the shares the Converting Stockholder
seeks to convert since the Record Date, (iii) the Converting Stockholder
will continue to hold the shares through the closing date of the merger, and (iv) the Converting Stockholder
wishes to convert his shares into a pro rata share of the trust account.
of Cold Spring are advised to read, when it becomes available, Cold Spring's proxy statement in connection with Cold Spring's solicitation of proxies for the special stockholder
meeting at which the stockholders
will be asked to approve, among other things, the SDP acquisition, because it will contain important information.
In evaluating the rights plan, the board considered a wide variety of factors bearing on the company and its stockholders
including, among other factors, the company's current stockholder
views about rights plans and the company's other available protections against abusive takeover practices.
Any statements made regarding the proposed merger transaction between CNS and GSK, the expected timetable for completing the transaction, the satisfaction of closing conditions, timing or satisfactory receipt of regulatory or CNS stockholder
approvals, future products or market growth, and any other statements regarding CNS' future expectations, beliefs, goals or prospects are forward-looking statements which are subject to risks and uncertainties.
Our decision to terminate the stockholder
rights plan and establish this new policy reflects the Board's continuing commitment to corporate governance best practices," said Michael Cannon, Solectron's President and Chief Executive Officer.
A substantial portion of the proceeds from this transaction, in an amount that can only be estimated at this time, will be needed to pay debts, other liabilities and any corporate taxes that in a liquidation must be satisfied before stockholders
can be paid.
Under the Plan, each stockholder
on the record date of a distribution will receive their distribution in additional whole or fractional shares of the Company's Common Stock, unless the stockholder
provides specific instructions to receive the distribution in cash.