Item 1007 -- Source and Amount of Funds or Other Consideration
Source of funds. State the specific sources and
total amount of funds or other consideration to be used in the transaction.
If the transaction involves a tender offer, disclose the amount of funds or
other consideration required to purchase the maximum amount of securities
sought in the offer.
Conditions. State any material conditions to the financing
discussed in response to paragraph (a) of this section. Disclose any alternative
financing arrangements or alternative financing plans in the event the primary
financing plans fall through. If none, so state.
Expenses. Furnish a reasonably itemized statement
of all expenses incurred or estimated to be incurred in connection with the
transaction including, but not limited to, filing, legal, accounting and appraisal
fees, solicitation expenses and printing costs and state whether or not the
subject company has paid or will be responsible for paying any or all expenses.
Borrowed funds. If all or any part of the funds
or other consideration required is, or is expected, to be borrowed, directly
or indirectly, for the purpose of the transaction:
Provide a summary of each loan agreement
or arrangement containing the identity of the parties, the term, the collateral,
the stated and effective interest rates, and any other material terms
or conditions of the loan; and
Briefly describe any plans or arrangements
to finance or repay the loan, or, if no plans or arrangements have been
made, so state.
Instruction to Item 1007(d):
If the transaction is a third-party tender offer and the source of all or
any part of the funds used in the transaction is to come from a loan made
in the ordinary course of business by a bank as defined by section
3(a)(6) of the Act, the name of the bank will not be made available to
the public if the filing person so requests in writing and files the request,
naming the bank, with the Secretary of the Commission.
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