AMF launches public consultation on certain provisions relating to takeover bids
09 December 2011
The consultation includes extension of the condition precedent relating to antitrust such that it also applies to competition rules other than those prevailing in Europe or the United States, subject to a "materiality test".
The AMF is putting out to public consultation changes to certain provisions in its General Regulation relating to takeover bids. The key changes being considered are as follows:
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introduction of a 50 per cent acceptance condition for all voluntary offers covered by the normal procedure: such offers shall automatically become null and void if the offeror does not hold at least 50 per cent of the target company’s share capital or voting rights at the end of the offer period, irrespective of the withdrawal threshold specified by the offeror;
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authorisation for the offeror to carry out a share buyback programme when the offer consideration consists in shares of the offeror;
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alignment of reporting requirements in respect of the purchase and sale of securities targeted by an offer during the offer and pre-offer periods with rules and regulations governing the notification of major holdings in listed companies;
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introduction on organised multilateral trading facilities (Alternext) of two new exemptions to the requirement to file a mandatory offer: these exemptions will apply when the threshold of 50 per cent of share capital or voting rights is exceeded consecutive to the subscription of a restricted capital increase or (ii) the exercise or conversion of securities giving access to equity.
Full consultation
© AMF - Autorité des Marchés Financiers
