Takeover Panel – Practice Statement On Offer-Related Arrangements

On 8 October 2015 the Code Committee of the Takeover Panel published Practice Statement No. 29 to give guidance on the Panel's interpretation and application of Rule 21.2 concerning any offer-related arrangements that may be entered into between a bidder and target.

Rule 21.2 restricts a bidder (or any person acting in concert with it) from entering into an offer-related arrangement with a target company (or any person acting in concert with it) either during an offer period or when an offer is reasonably in contemplation, save where the Panel gives its consent to the arrangement in question. An "offer–related arrangement" is defined as any agreement, arrangement or commitment in connection with an offer, including any inducement fee arrangement or other arrangement having a similar or comparable financial or economic effect. Certain specific arrangements are excluded from this general prohibition.