S-1Filed Oct 24, 1997

VALLEY FORGE DENTAL ASSOCIATES INC S-1

VALLEY FORGE DENTAL ASSOCIATES INC

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Accepted (ET)

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Filed

Oct 24, 1997

Documents

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2.4 MB

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Filing details

Company: VALLEY FORGE DENTAL ASSOCIATES INC
CIK: 0001048184
Form: S-1
Filed: Oct 24, 1997
Size: 2.4 MB
Accession: 0000893220-97-001701

Documents · 58

Primary
FORM S-1, VALLEY FORGE DENTAL ASSOCIATES, INC.
AGREEMENT OF PURCHASE AND SALE
AMENDMENT NO. 1 TO PURCHASE AGREEMENT
CERTIFICATE OF INCORPORATION, AS AMENDED TO DATE
BY-LAWS OF THE COMPANY
VALLEY FORGE DENTAL 1997 STOCK OPTION PLAN
STOCK OPTION CERTIFICATE DATED 2/6/97, LIDDICK
STOCK OPTION CERTIFICATED DATED 5/21/97, LIBOU
SHAREHOLDERS AGREEMENT DATED OCTOBER 1, 1997
9% SUB. PROMISSORY NOTE/ABBINGDON $216,000
9% SUB. PROMISSORY NOTE/ABBINGDON II $792,000
9% SUB. PROMISSORY NOTE/ABBINGDON III $512,000
9% SUB. PROMISSORY NOTE/BDC III $80,000
9% SUB. PROMISSORY NOTE/RIVERHEARST $1,134,000
9% SUB. PROMISSORY NOTE/ABBINDON II $4,158,000
9% SUB. PROMISSORY NOTE/ABBINGDON III $2,688,000
9% SUB. PROMISSORY NOTE/BDC III $420,000
9% SUBORDINATED NOTE DUE SEPT.18, 2005, $2,700,000
9% SUBORDINATED NOTE DATED DEC. 31, 1995
9% SUBORDINATED PROMISSORY NOTE ($6,400,000)
9% SUBORDINATED PROMISSORY NOTE ($1,000,000)
9% SUBORDINATED PROMISSORY NOTE ($1,080,000)
9% SUBORDINATED PROMISSORY NOTE ($3,960,000)
9% SUBORDINATED PROMISSORY NOTE ($2,560,000)
9% SUBORDINATED PROMISSORY NOTE ($400,000)
STOCK PURCHASE AGREEMENT COMPANY & ROBT.K. MEHLMAN
STOCK PURCHASE AGMT. COMPANY & BRUCE C. TALUS
STOCK PURCHASE AGMT. COMPANY & W. GARY LIDDICK
STOCK PURCHASE AGMT. COMPANY & STEPHEN O'NEIL
STOCK PURCHASE AGMT. COMPANY & STATHIS ANDRIS
STOCK PURCHASE AGMT. COMPANY & COLIN C. BLAYDON
STOCK PURCHASE AGMT. COMPANY & GARY LIDDICK
STOCK PURCHASE AGMT. COMPANY & JEANNE MARIE WELSKO
STOCK PURCHASE AGMT. COMPANY & JOSEPH J. FRANK
STOCK PURCHASE AGMT. COMPANY & ALLAN M. DWORKIN
CONVERTIBLE PROMISSORY NOTE ($800,000)
PROMISSORY NOTE OF THE COMPANY ($135,000)
CONVERTIBLE PROMISSORY NOTE OF THE CO. ($720,000)
PROMISSORY NOTE OF THE COMPANY ($137,926.48)
CONVERTIBLE PROMISSORY NOTE ($2,677,200)
DISCRETIONARY LINE OF CREDIT LETTER AGREEMENT
DEMAND NOTE OF THE COMPANY $10,000,000
GUARANTY AND SURETYSHIP AGREEMENT-SUBSIDIARIES
GUARANTY AND SURETYSHIP AGREEMENT-PARTNERSHIPS
PLEDGE AGREEMENT DATED OCTOBER 21, 1997
SECURITY AGMT. DATED OCTOBER 21, 1997
EMPLOYMENT LETTER BETWEEN CO. & JOSEPH J. FRANK
EMPLOYMENT LETTER BETWEEN CO. & W. GARY LIDDICK
EMPLOYMENT LETTER BETWEEN CO. & JEANNE M. WELSKO
EMPLOYMENT LETTER BETWEEN CO. & KEITH LIBOU
EMPLOYMENT AGREEMENT BETWEEN CO. & MEHLMAN
FORM OF MANAGEMENT/ADMIN. SERVICES AGREEMENT
FORM OF MANAGEMENT/ADMIN. SERVICES AGREEMENT
FORM OF OPINION LETTER
COMPUTATION OF NET INCOME
SUBSIDIARIES OF THE COMPANY
FINANCIAL DATA SCHEDULE - 6 MONTH PERIOD
FINANCIAL DATA SCHEDULE - YEAR END