Mergers and Acquisitions Insights

17 August 2004

Welcome to the August edition of Clayton Utz M&A Insights. In this edition we look at:

  • bidders' options when defeating conditions are triggered
  • related party underwriting
  • treasury shares
  • changes to NZ foreign investment laws.

Free look or fair go?

By Karen Evans-Cullen.

What are a bidder's options once a defeating condition has been triggered? There are two schools of thought on this, but the Takeovers Panel appears to be taking an approach that is favourable to bidders.

Underwriting: another warning from the Takeovers Panel

By Will Moncrieff.

Underwriting - especially by existing shareholders - continues to attract the attention of the Takeovers Panel. The Panel's recent examination of two underwriting arrangements provides a checklist of warning signs that may signal trouble for an underwriting.

Treasury shares

By David Landy.

Late last year, British companies received a Christmas present in the form of a new capital management tool - treasury shares. Treasury shares may be a useful treasury management tool, but legalising them raises a lot of regulatory issues.

NZ foreign investment changes

By Nick Miller and Simon Jenkins.

The threshold for consent to proposed foreign investment in NZ companies not involving land is to be raised from NZ$50 million to NZ$100 million. Also on the agenda is a tightening of the foreign investment restrictions on particular types of land.
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