Mergers & Acquisitions Comparative Guide 2022

1 DEAL STRUCTURE

1.1 HOW ARE PRIVATE AND PUBLIC M&A TRANSACTIONS TYPICALLY STRUCTURED IN YOUR JURISDICTION?

At present, a substantial portion of the entities formed in Bermuda are companies limited by shares incorporated under the Companies Act 1981, as amended. 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 offer to the target's shareholders.