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Dow Chemical Acquisition of Rohm and Haas in an "Ironclad" Reverse Subsidiary Cash Merger with a "Ticking Fee"

Description: The document contains excerpts from (1) the merger agreement dated July 10, 2008 pursuant to which Dow Chemical acquired Rohm and Haas, and (2) the proxy statement for the transaction.
Form Type: Other Document Templates, Contract Clauses
Practice Area: Corporate & Securities

Date: May 2012
PLI Item #: 41247
Keywords: "Dow Chemical Acquisition of Rohm and Haas in an "Ironclad" Reverse Subsidiary Cash Merger with a "Ticking Fee""; "contract law drafting principles"; merger agreement provisions related to the "ticking fee"; proxy statement discussion of the ticking fee; conversion of shares; exchange of certificates; representations and warranties of parent and merger sub; superior proposal; drop dead date
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