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What is a hostile takeover?

On Behalf of | Aug 4, 2019 | Business Litigation |

For many business owners in Daytona Beach, their goal is to grow their businesses to the point of making them attractive to potential buyers (putting them in a position to make a significant profit from the sale). Yet you may have contrary aims to keep your company under your control as it continues to expand. That, however, may not keep your business from being targeted for acquisition. You could reasonably find your company the target of a hostile takeover bid. 

What is a hostile takeover? According to the Corporate Finance Institute, this occurs when a company attempts to acquire another by bypassing its management and going directly at its shareholders. This can be done by offering to purchase the shareholders’ stock at a premium price (referred to as a “tender offer”), or by engaging in a campaign to convince shareholders to vote out a company’s current management team (a “proxy vote”). 

As a business owner or executive, you likely do not want either of the aforementioned scenarios to happen. You can be preemptive in trying to prevent a hostile takeover by including poison pill or golden parachute provisions in your company’s charter, which will either allow shareholders to purchase new shares of stock at a discounted rate or require that you and other executives be given extensive benefits if required to relinquish control of the company. If you have already been targeted for a takeover, you can try to make your company less attractive by selling off key business assets (a “crown jewels defense”) or launch “a Pac Man defense” and attempt your own takeover of the company targeting yours. 

Many often ask if hostile takeovers are illegal. You can typically only cry foul in a takeover event if a competing company is using insider information to manage its takeover bid.