Overview

Hostile bids, where an approach to a target company’s shareholders is unsolicited and is not recommended by target management, have achieved greater than usual notoriety in recent years in the UK. High profile hostile bids such as Kraft’s takeover of Cadbury have led to widespread political and media debate about how such bids play out in practice and the relative strengths and weaknesses of the positions of bidders and targets.

Indeed, that debate has resulted in a broad consultation on the regulatory environment for takeovers and proposed changes to the UK’s Takeover Code (Code). For targets on the receiving end of a hostile approach, it can be a challenging and uncertain time.

Herbert Smith focuses primarily on defending a hostile bid from the perspective of a UK target company but includes some comparison from other European jurisdictions. It looks at:

• Which takeover rules apply

• The ammunition that a target has to monitor share capital movements

• The defence strategies that a target can use to fend off an unwanted approach

• Turning a hostile approach into an agreed deal

• What a potential target can do to prepare

• How the proposed Code changes might affect hostile bids

To read more click ‘view briefing’.