If I am an OrthAlliance shareholder, will I receive shares of OCA stock?
Yes. If you are an OrthAlliance shareholder, upon completion of the merger, you would receive shares of OCA common stock. Shareholders of OrthAlliance would exchange their shares for shares of OCA common stock in a tax-deferred exchange. As an OrthAlliance stockholder, you would receive shares of OCAs common stock based on a fixed exchange ratio, ranging from 0.092145 to 0.16585 of a share of OCA common stock, depending in part on the number of doctors who amend their employment agreements with their professional corporations to provide for a remaining term of at least three years at the time of the closing of the merger, and agree to a few supplemental provisions, including the adoption of the computer services and business systems offered by OCA. OCAs obligation to close the merger is conditioned on a minimum amount of our members (as measured by headcount and by service fee income) satisfying these conditions.
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