[co-author: Krishane Sri Rajkumar]
In this update, we consider key statistics, trends, developments and highlights regarding U.K. public M&A transactions governed by the U.K. City Code on Takeovers and Mergers (the Takeover Code) that were announced during the first half (H1) of 2021.
Key Statistics and Trends
H1 2021 vs. H1 2020
The COVID-19 pandemic certainly had a significant impact on the volume of firm offers announced in H1 2020. However, a comparison of the number and size of deals in H2 2020 and H1 2021 against H1 2020, shows a steady return to pre-pandemic levels of activity, with 28 firm offers announced in H1 2021, compared to 26 offers announced in H2 2020 and 13 offers announced in H1 2020. The most popular offer structure continues to be a scheme of arrangement, accounting for 79% of the offers announced in H1 2021.
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On 31 March 2021, the UK Takeover Panel (the Panel) published Response Statement 2020/1 (the RS) in response to the Public Consultation Paper 2020/1 published by the Panel on 27 October 2020 (the PCP). The PCP proposed significant changes to the UK Takeover Code (the Code) with regard to the offer timetable and the treatment of conditions to offers. For more on the PCP’s proposals, see our 29 October 2020 client alert “UK Takeover Panel Proposes Significant Changes to the Offer Timetable and the Treatment of Conditions.”
The RS confirms that the Panel will adopt the amendments proposed in the PCP, subject to certain minor modifications. The amendments to the Code will take effect on 5 July 2021. The Code, as amended, will apply to all offers which are announced in accordance with Rule 2.7 of the Code on or after 5 July 2021 (except where to do so would give the amendments retroactive effect).
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In this update, we consider certain key statistics, trends, developments and highlights regarding U.K. public M&A transactions governed by the U.K. City Code on Takeovers and Mergers (the Takeover Code) that were announced during the second half of 2020. For a review of the first half of 2020, see our client alert “UK Public M&A Update H1 2020.”
Key Statistics and Trends
2020 vs. 2019
Although dealmaking in the first half of 2020 was severely affected by the onset of the COVID-19 pandemic, a comparison of the number and size of deals in H2 2020 against 2019 shows the beginning of a return to pre-pandemic levels of activity. H2 2020 saw 28 offers, a decrease of 26.3% from the 38 offers in H2 2019, but an increase of 115.4% over the 13 offers in H1 2020.