Shearman & Sterling LLP
Issue link: https://digital.shearman.com/i/1494420
Illustrative Timetable (cont.) 59 Public to Private Transactions – What You Need To Know Deadline for target to announce any new material information Deadline for bidder posting a revised offer document (i.e.14 days before Day 60, so assumes Day 60 has not been accelerated by an Acceleration Statement) Deadline for clarification of potentially competing offers Deadline for satisfaction (or waiver) of all Offer conditions (unless bidder has specified an earlier deadline (the "Unconditional Date")). Will be earlier than Day 60 where an Acceleration Statement has been served by bidder Long Stop Date Date specified in Offer when it will lapse if: (i) acceptance condition not satisfied, or (ii) (subject to Panel consent) a "material" regulatory condition is not satisfied/waived Day +39 +53 … +60 +46 CONTRACTUAL OFFERS SCHEME OFFERS Scheme becomes effective (on registration of court order) Long Stop Date "Condition" dates as specified in scheme (Long Stop Date, meetings/sanction dates), unless extended by parties Day +37 … Note: • If a new firm offer is announced, the timetable is reset to the new bidder's timetable • Code allows much greater flexibility for Scheme offer timetables • For scheme offers, the deadline for clarification of potentially competing offers is seven days before the shareholder meeting