the holding company led by billionaire investment guru Warren Buffet, acquires
7874, a foreign corporation is deemed to have indirectly acquired a domestic corporation's properties if it acquires
the stock of such domestic corporation, either (1) directly or (2) indirectly, through the acquisition of another domestic corporation or of a domestic or foreign partnership owning the respective shares.
1843(k)(4)(H)) and this subpart authorize a financial holding company, directly or indirectly and as principal or on behalf of one or more persons, to acquire
or control any amount of shares, assets or ownership interests of a company or other entity that is engaged in any activity not otherwise authorized for the financial holding company under section 4 of the Bank Holding Company Act.
When employee benefit issues and sources of liability can be identified at the outset, firms can make better decisions such as whether or not to proceed with the transaction; whether to terminate, merge or acquire
any given plan; and how to allocate responsibilities among the parties for handling potential liabilities.
A corporation which acquires
another organization or its assets often finds that, as part of that acquisition, it winds up in possession of large volumes of paper records, computer tapes, microfilm, and other items of uncertain origin and value.
34) Under proposed section 355(e), if a distribution were "part of a plan (or series of related transactions) pursuant to which a person acquires
stock representing a 50-percent or greater interest in the distributing corporation or any controlled corporation (or any successor of either)," corporate-level gain would be recognized.
BISYS' Investment Service Division 24
Historically, and even in the current economic environment, many businesses look to acquire
others for economies of scale and synergistic reasons.
Where stock in the controlling corporation is used to acquire
a target corporation's stock or assets, the controlling corporation would be the "issuing corporation.
Like the existing Rights Agreement, the new Rights Agreement is designed to preserve long-term values and protect stockholders against unfair tactics to acquire
control of the Company.
Based on this factor, it would appear that any exchange solely for voting stock that acquires
less than 80 percent of the acquired corporation would be dependent on a prior or subsequent purchase or exchange of stock to gain control.
Subject to limited exceptions, the Rights will be exercisable if a person or group acquires
15% or more of the Company's common stock or announces a tender offer for 15% or more of the common stock.
Generally, a transaction qualifies as a C reorganization if a corporation acquires
substantially all of the assets of a target solely in exchange for the acquiring corporation's voting stock (Sec.
is a self-administered and self-managed real estate investment trust, or REIT, that predominantly acquires
, owns, repositions, and manages a portfolio of Manhattan office properties.
However, if after the acquisition T's losses create a consolidated NOL (CNOL), the current benefit of the CNOL attributable to T will depend on whether P acquires
T's stock or forms a new company to acquire