Extracted from this filing and checked against the source text.
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
Duckhorn Portfolio, Inc.: Certificate of incorporation amended and restated in its entirety pursuant to Merger Agreement.
- Change
- charter amendment
Exact text from the filing
the amended and restated certificate of incorporation of the Company and the amended and restated bylaws of the Company, each as in effect immediately prior to the Effective Time were each amended and restated in their entirety
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Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
Duckhorn Portfolio, Inc.: Bylaws amended and restated in their entirety pursuant to Merger Agreement.
- Change
- bylaw amendment
Exact text from the filing
the amended and restated certificate of incorporation of the Company and the amended and restated bylaws of the Company, each as in effect immediately prior to the Effective Time were each amended and restated in their entirety
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M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.9
Duckhorn Portfolio, Inc. underwent a change of control involving Marlee Buyer, Inc. for $11.10 (closed 2024-12-24).
- Action
- change of control
- Counterparty
- Marlee Buyer, Inc.
- Consideration
- $11.10
- Closing
- 2024-12-24
Exact text from the filing
Section 262 of the General Corporation Law of the State of Delaware (collectively, the “ Excluded Shares ”)), was converted into the right to receive an amount in cash equal to $11.10, without interest (the “ Merger Consideration ”), and as of the Effective Time, all such shares are no longer outstanding and were automatically cancelled. Pursuant to the Merger
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