We recognize the disparate ratio of our determined value before consideration of a liquidity discount of the class A voting stock
Therefore, the preferred stock was treated as voting stock
for consolidation purposes.
Section 902(a) permits a deemed-paid credit where the domestic corporation owns 10 percent or more of the voting stock
of the foreign corporation.
Because of the amount of cash paid and the liabilities assumed, the transaction does not meet the "solely for voting stock
requirement" of a C reorganization.
The acquisition by one corporation, in exchange solely for all or part of its voting stock
The facts are the same as in Situation 1, except that in the acquisition merger, the T shareholders receive solely X voting stock
in exchange for their T stock, so that the acquisition merger, if viewed independently of the upstream merger, would qualify as a reorganization under Sec.
302(b)(2)(C), a substantially disproportionate redemption occurs if "immediately after the redemption the shareholder owns less than 50 percent of the total combined voting power of all classes of stock entitled to vote;' and "the ratio which the voting stock
of the corporation owned by the shareholder immediately after the redemption bears to all of the voting stock
of the corporation at such time is less than 80 percent of the ratio which the voting stock
of the corporation owned by the shareholder immediately before the redemption bears to all of the voting stock
of the corporation at such time.
3D Systems Corporation (NASDAQ:TDSC), a leading provider of rapid 3-D Printing, Prototyping and Manufacturing solutions, announced today that more than 92% of its outstanding shares of voting stock
were present at its annual meeting of stockholders that was held today and that more than 99% of the shares voted were voted in favor of re-electing the Company's current directors and ratifying the appointment of BDO Seidman, LLC as the Company's independent registered public accountants for the year ending December 31, 2006.
338, a QSP for consideration other than voting stock
will not prevent a subsequent transfer of target assets from meeting the "solely for voting stock
" requirement in testing whether the transfer qualifies as a C reorganization.
This permits Magna to proceed with its previously announced plan to create a new public company out of its non-automotive operations by distributing approximately 20% of MEC's Class A Subordinate Voting Stock
to Magna's shareholders.
If during or prior to any interim period, any stockholder acquires 5 percent or more of News Corporation's voting stock
, offers to purchase voting stock
or assets that would result in their owning 30 percent or more of News Corporation's voting stock
or assets, or in certain other circumstances, the company may immediately adopt a new rights plan of one-year duration.
In finding that the voting shares had the potential for more influence and control than the nonvoting shares, the Tax Court valued the voting stock
at $215,539 per share, and $3,417 per share for the nonvoting.