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In corporate finance, a Standby Equity Distribution Agreement (SEDA) is a type of share allocation agreement between a company and a share purchaser. It is a form of private placement. A SEDA offers a relatively flexible way of raising capital, allowing companies to further customize their approach to capital and risk management.
As part of the demutualization process, members of a mutual usually receive a "windfall" payout, in the form of shares in the successor company, a cash payment, or a mixture of both. Mutualization or mutualisation is the opposite process, wherein a shareholder-owned company is converted into a mutual organization, typically through takeover by ...
An asset purchase agreement (APA) is an agreement between a buyer and a seller that finalizes terms and conditions related to the purchase and sale of a company's assets. [1] [2] It is important to note in an APA transaction, it is not necessary for the buyer to purchase all of the assets of the company. In fact, it is common for a buyer to ...
Abandonment is relinquishment by an inventor of the right to secure a patent, in such a way as to constitute a dedication of the invention to public use. Under United States patent law , abandonment of a patent application occurs when either the required reply is not filed within the required time period or an express abandonment is filed.
To purchase just less than 5% shares of a company to get a toehold, so that one can buy more later and notify the authorities that one now holds more than 5% shares of the company. White Knight A term used in a hostile takeover context, when a company, which can not prevent a takeover looks for a friendly rescuer who might outbid the Black ...
A buy–sell agreement consists of several legally binding clauses in a business partnership or operating agreement or a separate, freestanding agreement, and controls the following business decisions: Who can buy a departing partner's or shareholder's share of the business (this may include outsiders or be limited to other partners/shareholders);
Right of first refusal (ROFR or RFR) is a contractual right that gives its holder the option to enter a business transaction with the owner of something, according to specified terms, before the owner is entitled to enter into that transaction with a third party. A first refusal right must have at least three parties: the owner, the third party ...
An arrangement is defined as a reorganization of the company's share capital. The compromise or arrangement must be approved by 75% of the creditors or shareholders who are present at the meeting. The Malaysian Code on Takeovers and Mergers 2016 applies to schemes. [10] Previously, the scheme was in section 176 of the Companies Act 1965. [11]