STRUCTURAL

Notes

STRUCTURAL MODIFICATIONS FEATURE MERGER SPIN-OFF SEGREGATION GLOBAL ASSIGNMENT DEFINITION Unites two or more companies into one Divides a company's equity into parts Transfers parts of equity to recipients Transfers entire equity to another company RESULTING ENTITY One absorbing or new company New or existing companies receive equity Recipient companies receive parts of equity Another company receives all assets and liabilities SHAREHOLDER IMPACT Shareholders receive shares in the new or absorbing company based on exchange ratio Shareholders receive shares in recipient companies Divested company may receive shares Shareholders' approval required, may change ownership structure KEY STEPS Proposal, directors' report, approval by SM, creditor protection Proposal, directors' report, approval by SM Proposal, directors' report, approval by SM Proposal, directors' report, approval by SM LEGAL FORMALITIES Notarial deed, registration Notarial deed, registration Notarial deed, registration Notarial deed, registration CREDITOR PROTECTION Creditors can oppose within one month Creditors can oppose within one month Creditors can oppose within one month Creditors can oppose within one month CHALL...