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PAGE RECAPITALIZATION AGREEMENT BY AND BETWEEN WATKINS-JOHNSON COMPANY AND WATKINS TRUST DATED SEPTEMBER 19 1988 DATED AS OF OCTOBER 25 1999 by and between Watkins-Johnson Company a California corporation the Company and Watkins Trust Dated September 19 1988 the Shareholder. WITNESSETH WHEREAS pursuant to that certain Agreement and Plan of Merger the Merger Agreement dated as of October 25 1999 by and between the Company and FP-WJ Acquisition Corp* a California corporation the Purchaser subject...to the terms and conditions thereof i the Purchaser will merge with and into the Company with the Company continuing as the surviving corporation ii except as expressly provided in the Merger Agreement the outstanding common stock of the Company without par value the Common Stock will be converted into the right to receive 41. 125 per share in cash and iii each share of the issued and outstanding Series A Convertible Participating Preferred Stock of the Company will be converted into one fully...paid and nonassessable share of common stock of the surviving corporation and WHEREAS it is a requirement to the Purchaser s agreement to execute the Merger Agreement that Shareholder remain a shareholder of the Company following the Merger as defined in the Merger Agreement WHEREAS to facilitate the Merger Agreement subject to the terms of this Agreement the Company will issue up to 249 020 shares of its Series A Convertible Participating Preferred Stock the Shares par value 1. 00 the rights...preferences privileges and restrictions of which will be as set forth in the form of the Certificate of Determination substantially in the form attached hereto as EXHIBIT A the Certificate of Determination in exchange for shares of Common Stock of the Company held by Shareholder in a transaction intended to be described by Section 368 a 1 E of the Internal Revenue Code of 1986 as amended* Shareholder shall exchange all of its shares of Common Stock of the Company consisting of not less than 120...000 shares the Common Shares in the ratio of one Share for each Common Share. NOW THEREFORE in order to implement the foregoing and in consideration of the mutual representations warranties covenants and agreements contained herein and for other good and valuable consideration the receipt and adequacy of which are hereby acknowledged the parties hereto agree as follows ARTICLE I. DEFINITIONS Section 1. 1. DEFINITIONS* As used in this Agreement the following terms shall have the meanings ascribed...to them below EXCHANGE ACT shall mean the Securities Exchange Act of 1934 as amended including the rules and regulations promulgated thereunder or any similar federal statute then in effect and a reference to a particular section thereof shall be deemed to include a reference to the comparable section if any of such similar federal statute. SEC shall mean the Securities and Exchange Commission or any other federal agency at the time administering the Securities Act or the Exchange Act....SECURITIES ACT shall mean the Securities Act of 1933 as amended B-1 particular section thereof shall be deemed to include a reference to the comparable section if any of any such similar federal statute.

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What is US-EG-9357

US-EG-9357 is a form used for expedited processing of certain U.S. immigration benefits or requests.

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Recapitalization agreement template is needed by:

U.S. citizens seeking immigration benefits.
Foreign nationals applying for expedited services.
Immigration attorneys representing clients.
Organizations assisting with immigration applications.

Comprehensive Guide to the US-EG-9357 Form on pdfFiller

How to fill out a US-EG-9357 form?

The US-EG-9357 form is essential for specific recapitalization agreements, enabling users to detail their transaction specifics. This guide provides a step-by-step approach to ensure accurate completion, leveraging pdfFiller's intuitive tools.

Understanding the US-EG-9357 form

The US-EG-9357 form serves several vital purposes, primarily in documenting recapitalization agreements. It allows stakeholders to outline the details of their transactions accurately.

Designed to facilitate shareholder agreements, it provides a clear structure for transactions, making legal documentation easier.
This form is crucial for formalizing changes in equity structure, impacting investor confidence and financial health.
Understanding terms like 'Shareholder', 'Merger Agreement', and 'Common Stock' is vital to filling out this form correctly.

What are the steps for completing the US-EG-9357 form?

Completing the US-EG-9357 form can be broken down into manageable steps, reducing errors and expediting the process.

Collect shareholder details along with relevant company information to streamline the process.
Your form should be completed step-by-step, paying close attention to each field to avoid common pitfalls.
Some frequent errors include missing signatures, incorrect date entries, and omitting essential details.

How does pdfFiller support the US-EG-9357 form process?

pdfFiller provides a suite of interactive tools that simplify the editing, signing, and submitting process for the US-EG-9357 form.

Users can leverage pdfFiller’s robust editing suite to customize form fields immediately, enhancing usability and accuracy.
Legal compliance is simplified with pdfFiller’s e-signature options, making document signing easier and faster.
Teams can work together on the same form in real time, providing feedback, making edits, and ensuring the final draft is precise.

What compliance aspects must you consider for the US-EG-9357 form?

Compliance is integral to ensuring that your US-EG-9357 form meets legal requirements, preventing potential fines or invalidation.

Compliance requirements can vary significantly based on local laws; understanding these is critical.
Filing a US-EG-9357 form is time-sensitive. Knowing when to file is crucial in maintaining regulatory compliance.
The Internal Revenue Code may affect share transactions; staying informed can help in strategic planning.

How to manage your US-EG-9357 form with pdfFiller?

Managing your US-EG-9357 form is simplified with the tools offered by pdfFiller, ensuring security and ease of access.

Utilize cloud storage to organize your US-EG-9357 form and related documents securely.
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Storing completed forms properly helps in retrieval for future reference or audits.

Last updated on Feb 20, 2026

How to fill out the recapitalization agreement template

1.

Download the US-EG-9357 form from the official website or pdfFiller.
2.

Open the form in pdfFiller using the upload option or by selecting from your files.
3.

Begin filling out the required fields, starting with personal information such as name, date of birth, and application details.
4.

Make sure to review each section, such as contact information and the purpose of the request, to ensure accuracy.
5.

Utilize tooltips or help options within pdfFiller for clarifications on specific fields if needed.
6.

Once all sections are completed, review the form for completeness and accuracy.
7.

Use the 'Save' feature to keep a draft or make further edits, if necessary.
8.

Finally, submit the form according to the instructions provided within pdfFiller, ensuring that it's sent to the correct immigration authority.