Statutory merger

Statutory merger

A merger in which one corporation remains as a legal entity, instead of a new legal entity being formed.

Statutory Merger

A merger between two or more companies in which one company continues to legally exist, while all others cease to exist. That is, if Company A and Company B merge, Company A will continue to exist under its own name, while Company B will begin to operate under the name, "Company A." A statutory merger is essentially the same as an acquisition, though an acquisition carries a slight connotation of a hostile takeover, while a statutory merger does not. See also: Statutory consolidation.
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Earlier in August, Frontier said Science Group backed out of plans of a hostile takeover and will "maintain a significant minority shareholding, ruling out a statutory merger in the near-term".
The transaction is conducted as a statutory merger pursuant to Norwegian corporate law and it was approved at the extraordinary general meetings of both companies on 21 June 2019.
After completion of the tender offer, Sonic Financial will acquire all remaining shares of company stock not held by Sonic Financial or its subsidiary at the same price of $19.75 per share through a statutory merger of Sonic Financial's subsidiary and the company in which the company will be the surviving corporation and will become a wholly owned subsidiary of Sonic Financial.
7 June 2019 - Chinese umbilical cord blood banking operator Global Cord Blood Corp.'s (NYSE: CO) board of directors has received a non-binding proposal letter from Singapore-based Cordlife Group Ltd., under which Cordlife proposes to combine the businesses of Cordlife and the company, by way of a statutory merger, the company said.
The transaction is expected to be completed as a statutory merger pursuant to Norwegian corporate law between TGS and Spectrum, with merger consideration to Spectrum shareholders in the form of 0.28x ordinary shares of TGS for each Spectrum share (the Exchange Ratio), in addition to a cash consideration of USD 0.27 multiplied by the Exchange Ratio subject to the transaction closing after the ex-date for the TGS dividend payable in Q3 2019 (expected to be early August 2019).
The proposed transaction between ADCB and UNB will be executed through a statutory merger. ADCB will issue 0.5966 ADCB shares for every UNB share, corresponding to a total of 1,641,546,697 new shares issued to UNB shareholders.
On June 21, 2018, the companies received member approval for the complete liquidation and statutory merger of ALAS Inc., with and into ALAS Ltd.
Shareholders approved proposals put forward by the firm, including the approval of the merger agreement, the statutory merger agreement, and the merger.
This re-audit has been performed in compliance with US audit standards (AICPA) on Com Hem's previously issued IFRS financial statements, to comply with the SEC's requirements to effect the statutory merger with Tele2.
Several courts interpreted the 1939 Code as providing that NOLs generated by an entity that ceased to exist as a result of a statutory merger were automatically lost; i.e., only the same entity that created the NOLs could use the NOLs post-transaction (see, e.g., New Colonial Ice Co.
"In statutory merger, there is only one transaction, i.e., the issuance by the surviving corporation of its own shares of stock to the stockholders of the absorbed corporation in exchange for the shares surrendered by the shareholders of the absorbed corporation.
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