As reported in the last edition of this publication6 , a number of changes to the Takeover Code (‘the Code’) came into effect on 19 September 2011. On the same date, the Takeover Panel issued a Statement (2011/25) advising that a number of Panel Executive Practice Statements had also been amended with effect from 19 September 2011. The majority of these amendments are relatively minor and, in the main, reflect the changes to the Code.

Takeover Panel Statement 2011/25: Amendments to Practice Statements available at: http://www.thetakeoverpanel.org.uk/wp-content/uploads/2010/12/2011-25.pdf

Practice Statement No. 1: Rule 20.1 – Equality of information to shareholders and the policing of meetings;

  • Practice Statement No. 5: Rule 13.5(a) – Invocation of conditions (formerly Rule 13.4(a);
  • Practice Statement No. 6 – Strategic review announcements;
  • Practice Statement No. 8 – Timetable extensions in potentially competitive situations;
  • Practice Statement No. 10 – Cash offers financed by the issue of offeror securities;
  • Practice Statement No. 11 – Working capital requirements in cash and securities exchange offers;
  • Practice Statement No. 18 – Cross-border mergers;
  • Practice Statement No. 19: Rule 19.3 – Unacceptable statements;
  • Practice Statement No. 20: Rule 2 – Secrecy, possible offer announcements and pre-announcement responsibilities;
  • Practice Statement No. 22 - Irrevocable commitments, concert parties and related matters;
  • Practice Statement No. 23: Rule 21..2 – Inducement fees and other offer-related arrangements;
  • Practice Statement No. 24 – Appropriate offers and proposals under Rule 15; and
  • Practice Statement No. 25 – Debt syndication during offer periods.