StrikeAndYield crib sheet · information and education only
Mergers & Acquisitions
Companies changing hands — bought, sold, merged, split apart. The deal everybody has heard of, and the one with the most ways to fail.
The desk — 15 transaction types
Easy 6
| Activist campaign | A small stake and a public argument. Nothing is bought — the register decides. |
| Hostile takeover | An offer made to shareholders over the board's objection, argued entirely from public filings. |
| Joint venture | Two companies build something together instead of one buying the other. The document that matters says how it ends. |
| Merger of equals | Two comparable companies combining without one buying the other. The ratio can be split; the chief executive cannot. |
| Recommended offer | A listed company bought with its own board's blessing — then a year of waiting for people outside the room. |
| Sell-side auction | The seller runs a race between buyers. Most of the price is made here, not in the model. |
Medium 8
| Asset purchase | Buying the business instead of the company: only what is on the list transfers, and every consent is somebody else's veto. |
| Carve-out | Selling part of a group that was never a company. Most of the work is manufacturing something sellable. |
| Minority stake | Buying part of a company without buying control — and paying less per share for exactly that reason. |
| Private share purchase | Buying a private company by buying its shares — and inheriting everything it has ever done. |
| Spin-off | A group divides itself and hands shareholders both halves. Nobody buys anything and no money moves. |
| Squeeze-out | Past a statutory threshold, a buyer may take the last shares whether or not those owners agree. |
| Take-private | A listed company bought by a financial buyer and removed from the market — with the debt committed before a word is said. |
| Tender offer | A price published to every shareholder at once. Whoever hands over their shares is bought; whoever does not, is not. |
Hard 1
| Scheme of arrangement | A takeover run through a court: it delivers the whole company or nothing, and the classes decide who has a veto. |
What drives this desk
- The buyer's own share price — A highly rated acquirer can pay in paper and still look accretive
- The cost and availability of debt — Cheaper debt raises what a financial buyer can bid without raising what the business is worth
- Boards that have run out of organic growth — Pushes towards acquisition, and towards paying too much for it
- Antitrust and foreign-investment review — Lengthens the timetable and prices the risk of never completing
- A shareholder register that has changed hands — Arbitrage funds vote for completion; long-only holders may not
- The seller's alternative — A credible plan to stay independent is the strongest price lever there is
The calendar
| Announcement morning, before the market opens | The offer, the recommendation and the irrevocable undertakings are published together |
| The weeks after a possible-offer announcement | In several jurisdictions a named bidder must put up or shut up |
| The shareholder vote, or the acceptance deadline | The threshold is statutory and it is not always a simple majority |
| Regulatory clearance, months after signing | The long stop date is the real deadline in the agreement |
| Completion accounts, weeks after closing | The price agreed is not the price paid |
Which blocker decides, across the desk
| Blocker |
Decides | Share |
| Price | 4 of 15 | 27% |
| Financing | 1 of 15 | 7% |
| Approval | 8 of 15 | 53% |
| Diligence | 3 of 15 | 20% |
| Execution | 9 of 15 | 60% |
Counted from the same table each transaction page prints. Not
a rating and not a ranking: there is deliberately no total.
Information and education only. Every page, figure and
calculator on this site exists to explain how financial instruments work. Nothing here is
investment, tax or legal advice, a recommendation, or a valuation you can rely on.
Full disclaimer