Mads -- Here is a list of SOME of the types of information customarily provided, and in most cases required to be provided, in a proxy statement.
SUMMARY: description of the two companies, description of the transaction, time and date of the meeting, mechanics of the vote, proxy card information.
"SPECIAL FACTORS": DETAILED background and reasons for the transaction, the company's future plans and business prospects, determination of fairness of the transaction by the Board of Directors (here's where the lawyers' opinions come in), conflicts of interest, dissenters' rights of appraisal, legal and tax consequences of the transaction, fees and expenses of the process,etc.
THE MEETING; MECHANICS OF VOTING AND PROXIES
THE [MERGER OR ACQUISITION] AGREEMENT
MARKET PRICE AND STOCKHOLDER INFORMATION
SELECTED FINANCIAL DATA
CERTAIN INFORMATION REGARDING THE BUSINESS OF THE COMPANY
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
EXPERTS (description of accountants and lawyers) |