Course Overview

This course covers in detail the methodology and tactics that are deployed in public company takeovers.

Participants will learn about the application of different strategies in mounting bids and implementing them and will gain an appreciation of the tactics that have and have not worked in the past.

The seminar is suitable for those who either have some experience in working on public company takeovers or those who have an introductory course.

Course Content

 Public Offers: The Rules
Review of general principles
Major regulations for the conduct of public bids
Pricing, consideration and conditions
"Winner's curse"

 Public Offers: The Timetables
Timetable for friendly / recommended bids
Timetable for hostile / unsolicited bids
Timetable for competitive bids
The "war of words"
The "war of numbers"
Changing the timetables

 Public Offers: Bidder Strategies & Tactics
Timing of announcements
Buying share stakes in advance
Buying shares in the offer
Going mandatory
Irrevocable undertakings
No increase / no extension statements
Special offers?
Top-ups and increased offers
"Knockout blows"
" Deterring a rival bidder

 Public Offers: Target Strategies & Tactics
Caveat: no frustrating action
Preparation of documentation
Regulatory (including anti-trust)
Corporate governance issues
War of numbers
Pleadings and the Law
Profit forecasts and increased dividends
Revised NAV
"Find a friend" / "Get them before they get you"
Block the bidder out / Bolster the board

 Public Offers: Both Sides' Strategies & Tactics
Conflicts of interest
Looking at documents
Shareholder relations management (telephone campaigns / advertising)
Press campaigns
Financial and managerial arguments
Direct attacks