Extract to table
Pull the structured facts out of a document: parties, dates, amounts, obligations.
Extract to table / certificate-of-merger-execution.docx
certificate-of-merger-execution.docx
Parties
Merging Stratos Merger Sub Inc
General Corp
Stratos Merger Sub Inc
National Registered Agents Inc
Digital Infrastructure Fund VI LP
Surviving Corp
Pinnacle Growth Ventures LLC
President CLOUDIUM TECHNOLOGIES PLC
Dates
July 9, 2024
January 8, 2024
January 22, 2024
May 20, 2024
Amounts
$0.01
$36.92
$142,814,544
$473,241,408
Obligations
Merger Sub is the merging corporation and shall not survive the merger
THIRD: The name of the surviving entity of the Merger shall be Cloudium Technologies plc, a public limited company incorporated under the laws of England and Wales (Company No
shall cease to exist as a separate entity upon the effectiveness of the Merger, and its separate corporate existence shall be merged into and absorbed by the Surviving Corporation, in accordance with the provisions of Section 252 of the DGCL
or Solara Digital Infrastructure Fund VI LP or any of their respective wholly owned subsidiaries, and (iii) shares subject to the Rollover Agreements described in paragraph (b) below) shall be converted automatically into the right to receive $36
issued and outstanding immediately prior to the Effective Time shall be converted into and become one (1) validly issued, fully paid, and nonassessable share of common stock of the Surviving Corporation
EIGHTH: The certificate of incorporation of the Surviving Corporation shall be amended and restated in its entirety at the Effective Time so as to read as set forth in Exhibit B to the Merger Agreement, which Amended and Restated Certificate of Incorporation of the Surviving Corporation was filed with the Secretary of State of the State of Delaware on July 9, 2024, and such Amended and Restated Certificate of Incorporation shall be the certificate of incorporation of the Surviving Corporation until thereafter amended in accordance with its terms, the DGCL, and the Merger Agreement