Dealing with an Unsolicited Offer - The Bank Account
On 24 April 2024, the Takeover Panel published a consultation paper, PCP 2024/1, which proposes to narrow the scope of the companies to which the Takeover Code (Code) applies. The changes would have the effect of removing UK...more
On 16 October 2023, Nikhil Rathi, Chief Executive of the FCA, delivered a speech at the City Dinner at Mansion House which describes the FCA’s work in supporting international competitiveness and growth. Amongst other things,...more
Following on from its earlier consultation, the Code Committee of the Takeover Panel has published its amendments to Rule 21 of the Code which take effect on 11 December 2023 and apply to on-going transactions which straddle...more
On 4 April, 2023, the Takeover Panel published Response Statements in relation to two consultations on Code rule changes that it issued last year - RS 2023/3 on the offer timetable in a competitive situation and RS 2023/4 on...more
The UK Takeover Panel (the “Panel”) has introduced amendments to the definition of “acting in concert” under the Takeover Code (the “Code”) and, in particular, the circumstances in which the Panel will presume parties to be...more
Private equity’s growing appetite for UK-listed targets comes with the need for Takeover Code-savvy dealmakers. Amid stiff competition for attractive private targets, PE firms are competing more regularly against...more
PE dominance - Private equity and family offices are exerting increasing influence over public takeovers in the UK, with public to private transactions ("P2Ps") making up more than 2/3 of all bids in H1 2021 and...more
On 31 March 2021, the UK Takeover Panel (the Panel) published Response Statement 2020/1 (the RS) in response to the Public Consultation Paper 2020/1 published by the Panel on 27 October 2020 (the PCP). The PCP proposed...more
The Takeover Panel has just published its response statement (2020/1) making important changes to the Takeover Code regarding offer conditionality and timetable. They take effect on 5 July 2021 and will apply in relation to...more
Last year the Takeover Panel (the “Panel”) published a consultation paper proposing a number of amendments to (i) simplify the offer timetable under the Code (ii) provide certainty that once a firm offer has been announced it...more
Proposed changes to the UK Takeover Code include simplifying and adding flexibility to the timetable applicable to contractual offers, as well as making offer conditions relating to antitrust clearances subject to the same...more
On 27 October 2020, the UK Takeover Panel (the Panel) published Public Consultation Paper 2020/1 (the PCP), which proposes significant changes to the UK Takeover Code (the Code) with regard to the offer timetable and the...more
This consultation paper proposes a number of amendments to (i) simplify the offer timetable under the Code (ii) provide certainty that once a firm offer has been announced it will not lapse or be withdrawn without good reason...more
One The Takeover Panel has announced today proposals to make substantial changes to the UK Takeover Code. These are the most significant changes to the Code since the September 2011 amendments in the wake of the...more
As noted in our recent LawFlashes, New Powers for UK Government in Transactions Impacting Public Health Emergencies and National Security and Potential UK Reforms Could Increase Screening of Certain Foreign Takeovers,...more
The challenges raised by the Coronavirus (COVID-19) crisis initially led to a dramatic fall in share prices and market uncertainty. Although the capital markets have largely recovered their value since the initial COVID-19...more
The offeror for Moss Bros sought to rely on standard material adverse change conditions to lapse the offer, on the basis of the impact of the coronavirus (COVID-19) pandemic and related UK governmental measures on Moss Bros. ...more
The Takeover Panel (the Panel) has confirmed again in the Moss Bros case how difficult it is for bidders to invoke material adverse change conditions (MACs) and lapse offers in the UK. On 12 March 2020, Brigadier Acquisition...more
Although acquisition activity in the European leveraged finance market has been on an upward trajectory since 2012, 2018 saw a substantial increase in buyout activity, which reached €57.6 billion in total, marking a return to...more
Public to private deals (P2Ps) have remained a strong feature of the UK private equity deal market in 2018, with five take-private bids reaching an enterprise value of more than £1 billion already this year. Large P2Ps have...more
A monthly newsletter covering topics of interest in the field of UK corporate law including mergers and acquisitions, listed companies, equity capital markets, corporate governance and general company law. ...more
The High Court has a daunting lineup of decisions yet to issue this year, but it’s checking one off the list with yesterday’s 5-4 holding upholding the right of companies to use arbitration clauses in employment contracts “to...more
On 8 January 2018, changes were made to the U.K. Takeover Code (the “Code”) which: (i) for the first time, expand the application of the Code to certain “asset” transactions taking place in “offer situations”, (ii) require...more
Our corporate law horizon spotter looks ahead at the regulatory agenda for 2018 and 2019 and highlights the key items which may affect you and your business. If you have any queries on anything on the horizon, speak to your...more
Dealmakers’ appetite for transactions involving publicly listed companies remains strong — 2016 saw an increase in deal volume, a trend which continues into 2017. However, deals remain challenging, partly due to limitations...more