To me it appears that it is more in line with an asset sale rather than a statutory merger due to the fact that Bear Stearns will still seemingly exist at the end of the transaction, though be controlled by JP Morgan.
To me it appears that it is more in line with an asset sale rather than a statutory merger due to the fact that Bear Stearns will still seemingly exist at the end of the transaction, though be controlled by JP Morgan.
One Response to “Is The Jp Morgan Buyout Of Bear Stearns An Asset Sale Or A Statutory Merger?”
According to the plan of merger, Bear will merge with a JPM “merger sub” which will be dissolved and Bear will survive as a “surviving company.”
However, under clause 1.1(b): Parent (JPM) may at any time change the method of effecting the combination
(including by providing for the merger of Company (BSC) with and into Parent) if and to the extent requested by Parent;
So, it is not really an asset sale per se. It is structured as a merger that will go through an intermediate restructuring to crfeate a sub.
Hope that helps