The City Code on Takeovers and Mergers — An Updated Guide

June 7, 2013

As you may know, the UK rules governing the takeover of public companies have been recently updated (see Gibson Dunn’s May 17, 2013, Alert).  This follows a review after the significant update to those rules introduced in September 2011 (see Gibson Dunn’s November 28, 2011, Alert), and which has meant that both bidders and targets in public deals need to be more prepared than they may have been in the past.  The most recent updates relate to the categories of companies that are subject to the City Code on Takeovers and Mergers (the “Code”), as well as new rights under the Code for the trustees of target companies’ defined-benefit pension schemes.

Gibson Dunn has advised on the two most high-profile public takeover transactions in the UK in the last three years, Kraft’s £11.7 bn acquisition of Cadbury and HP’s £7.1 bn acquisition of Autonomy (the largest takeover of a UK high-tech company).  Our updated guide gives a general introduction to the UK takeover rules (and includes the recent Code changes).

The City Code on Takeovers and Mergers – An Introduction

Gibson, Dunn & Crutcher’s lawyers are available to assist in addressing any questions you may have regarding these developments.  Please contact the Gibson Dunn lawyer with whom you usually work, or any of the following:

In the UK:
Jeffery Roberts (+44 20 7071 4291, [email protected])
James Barabas  (+44 20 7071 4253, [email protected])
Selina Sagayam (+44 20 7071 4263, [email protected])

In the US:
Jeffrey A. Chapman – Dallas (+1 214-698-3120, [email protected])
Barbara L. Becker – New York (+1 212-351-4062, [email protected])
Stephen I. Glover – Washington, D.C. (+1 202-955-8593, [email protected])
Dennis J. Friedman – New York (+1 212-351-3900, [email protected])
Jonathan K. Layne – Los Angeles (+1 310-552-8641, [email protected])
Christopher D. Dillon – Palo Alto (+1 650-849-5325, [email protected])
Eduardo Gallardo– New York (+1 212-351-3847, [email protected])
Russell C. Hansen – Palo Alto (+1 650-849-5383, [email protected])
Lois F. Herzeca – New York (+1 212-351-2688, [email protected])

© 2013 Gibson, Dunn & Crutcher LLP

Attorney Advertising:  The enclosed materials have been prepared for general informational purposes only and are not intended as legal advice.