Series 24: Third Party Tender Offers

Third Party Tender Offers

Most of the rules for third parties are the same as for issuers. We have highlighted the rules that are different:

• • Whenever the bidder purchases or intends to purchase more than 5% of a company’s outstanding shares, it must file Schedule TO. It must also file a Form 13D, which is a beneficial ownership form.
• • All recommendations on the tender offer made by (1) the targeted company and its affiliates, (2) shareholders of the target company, the bidder, and affiliates of either, and (3) anyone acting on behalf of the forgoing or on behalf of the bidder must be made usin