Defining Matters

Partners Kam Jamshidi and Simon Walker unpack one of the most important and frequently negotiated provisions in public M&A transactions: standstills.

Using notable Takeovers Panel decisions, including Diatreme/Metallica and International All Sports, Kam and Simon explore the commercial and legal tensions that arise between bidders seeking flexibility and targets seeking protection.

Exploring:

• The role and purpose of standstills in public M&A
• How bidders and targets approach key negotiating points
• The importance of due diligence access and information-sharing
• What recent Takeovers Panel decisions mean for dealmakers
• Why parties should not expect the Panel to rewrite a bargain once it has been struck