Investor's wiki

Friendly Takeover

Friendly Takeover

What Is Friendly Takeover?

A friendly takeover is the act of target company's management and board of directors consenting to be absorbed by a getting company.

Grasping Friendly Takeover

A friendly takeover is ordinarily subject to endorsement by both the target company's shareholders and the U.S. Department of Justice (DOJ). In circumstances where the DOJ neglects to grant endorsement for a friendly takeover, it's regularly in light of the fact that the deal disregards antitrust (hostile to imposing business model) laws.

In a friendly takeover, a public offer of stock or cash is made by the gaining firm. The board of the target firm will publicly endorse the buyout terms, which hence must be greenlit by shareholders and regulators, to push ahead. Friendly takeovers stand as an unmistakable difference to hostile takeovers, where the company being acquired doesn't support the buyout, and frequently battles against the acquisition.

In a majority of cases, in the event that the board endorses a buyout offer from a getting firm, the shareholders follow suit, by similarly voting for the deal's entry. In most prospective friendly takeovers, the price per share that is being offered is the chief consideration, at last deciding if a deal is approved.

Hence, the securing company as a rule tries to offer fair buyout terms, for example, buying shares at a premium to the current market price. The size of this premium, given the company's growth possibilities, will decide the target company's support for the buyout.

Takeovers initially seen as friendly might turn hostile when a target company's board and shareholders reject the buyout terms.

Friendly Takeover Example

In December 2017, pharmacy chain CVS Health Corp. (CVS) announced it would gain wellbeing insurer Aetna Inc. (AET) for $69 billion in cash and stock. The two companies' shareholders approved the merger in March 2018, bringing the combined organization one step nearer to concluding a deal that would eventually transform the healthcare industry.

The DOJ approved the merger in October 2018 depending on the prerequisite that Aetna follow through on its plan to sell its Medicare Part D business to WellCare Health Plans. CVS and Aetna completed their merger the following month.

By transforming numerous CVS retail facades into community medical center points for primary care and essential procedures, the merged company has looked to reign in medical care costs by assisting patients with conforming to endorsed drug regimens which might cut hospitalizations.

This friendly takeover came when healthcare companies and suppliers, including insurers, pharmacies, specialists and medical clinics were feeling obligated to bring down costs. Starting around 2016, U.S. wellbeing spending rose to 17.9% of the country's gross domestic product (GDP) and is expected to reach around 19.7% by 2026.

Features

  • Friendly takeover deals must accomplish regulatory endorsement by the U.S. Department of Justice (DOJ).
  • Friendly takeovers stand as a conspicuous difference to hostile takeovers, where the company being acquired doesn't support the buyout, and frequently battles against the acquisition.
  • Friendly takeovers are subject to endorsement by the target company's shareholders, who generally greenlight deals provided that they accept the price per share offer is reasonable.
  • A friendly takeover is a scenario where a target company is readily acquired by another company.