Share Buyback Agreement Template

After the repurchase, the shares may be cancelled or held in the public treasury if they are acquired with distributable profits or cash, and must be cancelled if purchased with the proceeds of a new share issue or with capital. Companies in the United States can choose from five primary methods of share repurchase or share repurchase, including: a share repurchase agreement is a contract between a company and one or more of its shareholders, under which the company can repurchase a portion of its own common shares. The document identifies the parties involved and records the total price of the participation, the method of payment and the date of the transaction. The contract also includes assurances and guarantees on behalf of both parties, with the general effect that they are each legally able to continue the transaction. This product is an easily adaptable share repurchase agreement, as well as a set of tailored guidelines that aim to properly complete the model and explain all important provisions so that you can implement a valid and legally binding agreement. A company buys back its shares from the market because the company`s management believes that the shares currently on the market are undervalued. By buying back a portion of the shares, the company can increase the value of all remaining shares. Clause 4.2 implies that both parties promise each other that they will have the power and authority to conclude the agreement by the date of this agreement and that they will be able to execute and provide the agreements and documents in question. This share repurchase agreement (this „agreement“) will be concluded from December 10, 2019 by and between Primoris Services Corporation, a Delaware Corporation („Buyer“), and the shareholders of the Schedule A buyer (together the „sellers“). Clause 3 (sale and acquisition of shares) paragraph 3.1 confirms the amount of consideration per share, which the company will pay the seller for the shares, while paragraph 3.2 confirms when the sale and purchase of the shares take place and what must be done after the completion date. All boilerplate clauses in this model use the word standard and are written as with most commercial contracts. Clause 7 (fees and stamp duty) This clause provides that each party must bear its own costs (unless it is provided elsewhere in the agreement) and that stamp duty fees are paid by the company.

A copy of the agreement must be kept with shareholders for a period of at least ten years from the date of completion of the repurchase or the date of the contract. You need to change paragraph 3.2 to add yellow the text relevant to your business. The wording depends on whether the shareholder agreement has not yet been obtained. The application of this agreement is much simpler than another means of achieving the same objective – amending the statutes – which would also affect all other shareholders.