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Legal Definitions - takeover defense
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Definition of takeover defense
Takeover defense refers to measures taken by a company to prevent hostile takeover attempts. This can be done through legal mechanisms or financial/operational transactions that make it more difficult for a potential bidder to acquire the company.
This is a legal mechanism that a company can adopt to prevent future takeover bids without affecting its financial or operational status. For example, a company may adopt a provision in its bylaws that requires a supermajority vote for any acquisition or merger.
This involves financial or operational transactions that make it more difficult for a potential bidder to acquire the company. Examples include:
- Issuing new shares of stock to dilute the value of existing shares and make it more expensive for a bidder to acquire a controlling stake.
- Acquiring expensive assets that increase the company's value and make it less attractive for a bidder to acquire.
- Adopting a poison-pill defense, which involves issuing new shares of stock to existing shareholders at a discounted price if a hostile takeover attempt is made. This makes it more expensive for the bidder to acquire a controlling stake.
These examples illustrate how a company can use financial and legal strategies to prevent hostile takeover attempts and protect its interests.
The end of law is not to abolish or restrain, but to preserve and enlarge freedom.
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Simple Definition
Takeover defense is a way for a company to protect itself from being taken over by another company that it doesn't want to be taken over by. There are two types of takeover defense: structural and transactional. Structural defense is a legal way for a company to prevent a takeover without changing anything about the company. Transactional defense is when a company does something to make it harder for another company to take it over, like raising its share price or buying expensive assets.
A good lawyer knows the law; a great lawyer knows the judge.
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