Takeover Regulation - The Blue Book

Course level

Introductory

Delegates

This course will be of benefit to those who require knowledge of the UK Takeover Code, from the executives and shareholders in public companies to their professional advisers.

Overview

This one-day course provides a detailed, up-to-date awareness of the key provisions of the City Code on Takeovers & Mergers (the 'Blue Book'), and an understanding of its place in the regulatory environment. No prior knowledge of the City Code is assumed. The course reflects the new rules and legal position in force from May 2020.

Learning outcomes include obtaining a greater understanding of:

• The Takeover Panel and The Blue Book
  • Panel structure and functions
  • Panel powers
  • When does the Takeover Code apply?
  • Interaction with other key regulations
• The Rules and General Principles
  • The six General Principles of the Code
  • The 38 detailed rules
• Making an Offer
  • Pre-announcement requirements
  • Secrecy
  • Requirements for announcements
  • Advisers' role
• Offer Documentation
  • Offer documents
  • Defence documents
  • Profit forecasts
  • Earnings enhancement statements
• Dealing in Shares
  • 'Acting in concert'
  • Dealing in the offer period
• Voluntary and Mandatory Offers
  • The Code definition of 'control'
  • When is a mandatory offer required?
  • Exemptions from the requirement for a mandatory offer
  • Differences between mandatory and voluntary offers
• Conducting the Offer
  • Pricing
  • Structuring the offer
  • Disclosing dealings
  • Conduct during the offer
  • Offer timetable
  • Offer conditions
• Code Update
  • Recent developments in takeover regulation

Course Dates