Saputo has been barred from processing acceptances for its offer after Murray Goulburn made a submission to the Takeover's Panel claiming the Montreal - based group had contravened the truth
in takeovers provision.
Murray Goulburn complained to the Panel that Saputo's revised bid, which saw WCB take an offer of two fully - franked special dividends off the table, implied a reduction in the value of the offer and contravened the truth
in takeovers provision.
If action is taken, it is likely to focus on director's duties and truth
in takeovers provisions.
Not exact matches
Nothing
in it overrides the
provisions of the Investment Canada Act, and so it will have no legal bearing on CNOOC's
takeover of Nexen.
In addition, these provisions may make it difficult and expensive for a third party to pursue a tender offer, change in control or takeover attempt that is opposed by the Principal Stockholders, our management or our Board of Director
In addition, these
provisions may make it difficult and expensive for a third party to pursue a tender offer, change
in control or takeover attempt that is opposed by the Principal Stockholders, our management or our Board of Director
in control or
takeover attempt that is opposed by the Principal Stockholders, our management or our Board of Directors.
Certain
provisions of Delaware law and certain
provisions that will be included
in our amended and restated certificate of incorporation and amended and restated bylaws summarized below may be deemed to have an anti-
takeover effect and may delay, deter, or prevent a tender offer or
takeover attempt that a stockholder might consider to be
in its best interests, including attempts that might result
in a premium being paid over the market price for the shares held by stockholders.
Anti-
takeover provisions contained
in our amended and restated certificate of incorporation, our amended and restated bylaws, and
provisions of Delaware law, could impair a
takeover attempt.
Some anti-
takeover provisions contained
in our certificate of incorporation and bylaws, as well as
provisions of Delaware law, could impair a
takeover attempt.
Anti-
takeover provisions contained
in our certificate of incorporation and bylaws, as well as
provisions of Delaware law, could impair a
takeover attempt.
However, these
provisions may have the effect of delaying, deterring or preventing a merger or acquisition of our company by means of a tender offer, a proxy contest or other
takeover attempt that a stockholder might consider
in its best interest, including attempts that might result
in a premium over the prevailing market price for the shares of Class A common stock held by stockholders.
Anti-
takeover provisions contained
in our amended and restated certificate of incorporation and amended and restated bylaws, as well as
provisions of Delaware law, could impair a
takeover attempt.
This and other
provisions may have the effect of deferring hostile
takeovers or delaying changes
in control or management of our company.
These
provisions are not intended to make us immune from
takeovers and will apply even if the offer may be considered beneficial by some stockholders, but could delay or prevent an acquisition that our board of directors determines is not
in the best interests of our company and our stockholders.
These
provisions are intended to avoid costly
takeover battles, reduce our vulnerability to a hostile change
in control or other unsolicited acquisition proposal, and enhance the ability of our board of directors to maximize stockholder value
in connection with any unsolicited offer to acquire us.
The recommendations relating to competition have not been enacted (yet)- they included reinstating specific anti-price discrimination
provisions, inhibiting firms achieving market power through
takeovers or abusing market power (because they didn't think ss 46 and / or 50 were effective
in achieving this) and expressly defining «market power» «so that it is less than market dominance and does not require a firm to have unfettered power to set prices» (apparently they were unfamiliar with the 2007 amendments to s 46).
The coalition that supports a full Democratic
takeover of the state Senate on Thursday launched a «day of action» aimed at promoting Republican opposition to the abortion
provision in the Women's Equality Act.
Those
in denial about this failure cling to
provisions in the state law that say charter schools will maintain their operational autonomy even after the school board
takeover.
While Bennett has supported state intervention
in failing schools and even the possibility of a district
takeover provision, Ritz has said the Department of Education shouldn't be running schools.
One of two alternative
provision schools run by the Brighton - based Olive Academies MAT received Ofsted's worst possible grade
in January this year, but has nevertheless had a government go - ahead to continue with its
takeover of a failing pupil referral unit
in Suffolk from September.
This
provision aims to ensure that both share classes have equal rights
in the event of a
takeover.
Our team has extensive experience
in technical legal concepts such as indemnities, waivers of subrogation, subordination
provisions, exclusive use
provisions, insurance
provisions, fire, casualty and condemnation
provisions and
provisions regarding the assumption of
takeover of existing leases.
Potentially the Parliamentary Committee enquiry mentioned
in 5.3 above may recommend similar
provisions on
takeovers of large UK private companies (not presently subject to the
Takeover Code) with DB schemes.
The Statement of Allegations alleges that legal assistant Donna Hutchinson tipped stock trader Cameron Cornish by providing him with confidential information about a series of
takeover offers between October 2011 and April 2016, all
in contravention of the insider trading and tipping
provisions in the Ontario Securities Act.
«At present we have to assume that
in the event of a
takeover of DoubleClick the databases of that company will be integrated into those of Google, with the result that fundamental
provisions of the European Data Protection Directive will be violated,» said Thilo Weichert.