A guide to Mergers & Acquisitions (M&A)
law in Bermuda, with a focus on key areas including deal structure,
due diligence requirements, regulatory frameworks, treatment of
seller liability, deal process, hostile bids and other trends
across the M&A sector in the jurisdiction.
DEAL STRUCTURE OF M&A DEALS
1.1 HOW ARE PRIVATE AND PUBLIC M&A TRANSACTIONS
TYPICALLY STRUCTURED IN BERMUDA?
At present, a substantial portion of the entities formed in
Bermuda are companies limited by shares incorporated under the Companies Act 1981, as amended
(Companies Act). As such, the discussion in this
Q&A focuses primarily on M&A transactions involving Bermuda
companies.
M&A transactions in Bermuda typically proceed by way of
statutory merger, amalgamation or scheme of arrangement under the
Companies Act. The Companies Act also provides for compulsory
acquisitions ('squeeze-outs') of minority shareholders in
connection with M&A transactions structured by way of direct
tender
