The Takeover Panel has refused to allow a bidder to invoke a condition to its takeover offer in light of the COVID-19 pandemic.
Brigadier Acquisition Company Limited (the bidder) announced its firm intention to make an offer for Moss Bros Group plc (the target) on 12 March 2020. On 22 April 2020, citing the impact of the COVID-19 pandemic, and the related Government measures, the bidder lodged a formal submission with the Panel Executive setting out the reasons why it believed that it should be permitted to invoke certain conditions (including the no material adverse change condition) to completing its offer.
On 19 May 2020, the Panel Executive ruled that the bidder had not established that the circumstances were of material significance to it in the context of its offer (as required by Rule 13.5 of the Takeover Code) and as such, the bidder should not be permitted to invoke any of the conditions.
Following the Panel Executive’s ruling, the bidder requested a review of the ruling but subsequently withdrew that request.
Key contacts
Disclaimer
The articles published on this website, current at the dates of publication set out above, are for reference purposes only. They do not constitute legal advice and should not be relied upon as such. Specific legal advice about your specific circumstances should always be sought separately before taking any action.