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Standstill Agreement
The term standstill agreement refers to various forms of agreement which may be entered into in order to delay action which might otherwise take place. Examples A standstill agreement may be used as a form of defence to a hostile takeover, when a target company acquires a promise from an unfriendly bidder to limit the amount of stock that the bidder buys or holds in the target company. By obtaining the promise from the prospective acquirer, the target company gains more time to build up other takeover defenses. In many cases, the target company promises, in exchange, to buy back at a premium the prospective acquirer's stock holdings in the target. Common shareholders tend to dislike standstill agreements because they limit their potential returns from a takeover. Another type of standstill agreement occurs when two or more parties agree not to deal with other parties in a particular matter for a period of time. For example, in negotiations over a merger or acquisition, the target ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Hostile Takeover
In business, a takeover is the purchase of one company (law), company (the ''target'') by another (the ''acquirer'' or ''bidder''). In the UK, the term refers to the acquisition of a public company whose shares are publicly listed, in contrast to the mergers and acquisitions, acquisition of a private company. Management of the target company may or may not agree with a proposed takeover, and this has resulted in the following takeover classifications: friendly, hostile, reverse or back-flip. Financing a takeover often involves loans or bond issues which may include junk bonds as well as a simple cash offer. It can also include shares in the new company. Takeover types Friendly takeover A ''friendly takeover'' is an acquisition which is approved by the management of the target company. Before a bidder makes an tender offer, offer for another company, it usually first informs the company's board of directors. In a private company, because the shareholders and the board are ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Shareholder
A shareholder (in the United States often referred to as stockholder) of corporate stock refers to an individual or legal entity (such as another corporation, a body politic, a trust or partnership) that is registered by the corporation as the legal owner of shares of the share capital of a public or private corporation. Shareholders may be referred to as members of a corporation. A person or legal entity becomes a shareholder in a corporation when their name and other details are entered in the corporation's register of shareholders or members, and unless required by law the corporation is not required or permitted to enquire as to the beneficial ownership of the shares. A corporation generally cannot own shares of itself. The influence of shareholders on the business is determined by the shareholding percentage owned. Shareholders of corporations are legally separate from the corporation itself. They are generally not liable for the corporation's debts, and the shareholders ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Limitation Period
A statute of limitations, known in civil law systems as a prescriptive period, is a law passed by a legislative body to set the maximum time after an event within which legal proceedings may be initiated. ("Time for commencing proceedings") In most jurisdictions, such periods exist for both criminal law and civil law such as contract law and property law, though often under different names and with varying details. When the time which is specified in a statute of limitations runs out, a claim might no longer be filed or, if it is filed, it may be subject to dismissal if the defense against that claim is raised that the claim is time-barred as having been filed after the statutory limitations period. When a statute of limitations expires in a criminal case, the courts no longer have jurisdiction. In many jurisdictions with statutes of limitation there is no time limit for dealing with particularly serious crimes. In civil law systems, such provisions are typically part of their ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Bond Dickinson
Womble Bond Dickinson is a transatlantic law firm formed in 2017 as a result of a merger between UK-based Bond Dickinson LLP and US-based Womble Carlyle Sandridge & Rice, LLP, following a strategic alliance announced in 2016. The firm has 32 locations across the United States and the United Kingdom offering services in 12 different sectors. The combination created Womble Bond Dickinson (International) LLP; a company limited by guarantee in which Womble Bond Dickinson (UK) LLP and Womble Bond Dickinson (US) LLP, operate as separate non-profit-sharing partnerships. History UK-based law firm Bond Dickinson LLP commenced trading on May 1, 2013. This alliance was a result of a merger between Dickinson Dees and Bond Pearce. Prior to the merger, Dickinson Dees (whose history dates back to 1975) registered as an LLP in 2006. Bond Pearce (founded in 1887) registered as an LLP in 2005. Womble Carlyle's history dates back to 1876 and was named after its early partners including B.S. Wom ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
United States Court Of Appeals For The Seventh Circuit
The United States Court of Appeals for the Seventh Circuit (in case citations, 7th Cir.) is the U.S. United States federal court, federal court with appellate jurisdiction over the United States district court, courts in the following United States federal judicial district, districts: * United States District Court for the Central District of Illinois, Central District of Illinois * United States District Court for the Northern District of Illinois, Northern District of Illinois * United States District Court for the Southern District of Illinois, Southern District of Illinois * United States District Court for the Northern District of Indiana, Northern District of Indiana * United States District Court for the Southern District of Indiana, Southern District of Indiana * United States District Court for the Eastern District of Wisconsin, Eastern District of Wisconsin * United States District Court for the Western District of Wisconsin, Western District of Wisconsin The court is b ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Greenmail
Greenmail or greenmailing is a financial maneuver where investors buy enough shares in a target company to threaten a hostile takeover, prompting the target company to buy back the shares at a premium to prevent the takeover. Corporate raids involve hostile takeovers of undervalued companies, sometimes through asset stripping or pressuring the sale of valuable assets like real estate. Greenmailers may offer to sell back their shares to the target company at a premium, resulting in losses for the company and its shareholders. The tactic was used by investors such as T. Boone Pickens and Sir James Goldsmith in the 1980s, who made profits by pressuring companies into repurchasing shares at a premium. For instance, Goldsmith's group acquired stakes in companies like St. Regis, prompting buybacks at a higher price and yielding substantial profits. Greenmail is a complex corporate strategy, but legal restrictions and counter-tactics, like imposing limits on formal bids and a 50% exci ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Economics
Economics () is a behavioral science that studies the Production (economics), production, distribution (economics), distribution, and Consumption (economics), consumption of goods and services. Economics focuses on the behaviour and interactions of Agent (economics), economic agents and how economy, economies work. Microeconomics analyses what is viewed as basic elements within economy, economies, including individual agents and market (economics), markets, their interactions, and the outcomes of interactions. Individual agents may include, for example, households, firms, buyers, and sellers. Macroeconomics analyses economies as systems where production, distribution, consumption, savings, and Expenditure, investment expenditure interact; and the factors of production affecting them, such as: Labour (human activity), labour, Capital (economics), capital, Land (economics), land, and Entrepreneurship, enterprise, inflation, economic growth, and public policies that impact gloss ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Mergers And Acquisitions
Mergers and acquisitions (M&A) are business transactions in which the ownership of a company, business organization, or one of their operating units is transferred to or consolidated with another entity. They may happen through direct absorption, a merger, a tender offer or a hostile takeover. As an aspect of strategic management, M&A can allow enterprises to grow or downsize, and change the nature of their business or competitive position. Technically, a is the legal consolidation of two business entities into one, whereas an occurs when one entity takes ownership of another entity's share capital, equity interests or assets. From a legal and financial point of view, both mergers and acquisitions generally result in the consolidation of assets and liabilities under one entity, and the distinction between the two is not always clear. Most countries require mergers and acquisitions to comply with antitrust or competition law. In the United States, for example, the Cl ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Microeconomics
Microeconomics is a branch of economics that studies the behavior of individuals and Theory of the firm, firms in making decisions regarding the allocation of scarcity, scarce resources and the interactions among these individuals and firms. Microeconomics focuses on the study of individual markets, sectors, or industries as opposed to the economy as a whole, which is studied in macroeconomics. One goal of microeconomics is to analyze the market mechanisms that establish relative prices among goods and services and allocate limited resources among alternative uses. Microeconomics shows conditions under which free markets lead to desirable allocations. It also analyzes market failure, where markets fail to produce Economic efficiency, efficient results. While microeconomics focuses on firms and individuals, macroeconomics focuses on the total of economic activity, dealing with the issues of Economic growth, growth, inflation, and unemployment—and with national policies relati ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Takeover
In business, a takeover is the purchase of one company (the ''target'') by another (the ''acquirer'' or ''bidder''). In the UK, the term refers to the acquisition of a public company whose shares are publicly listed, in contrast to the acquisition of a private company. Management of the target company may or may not agree with a proposed takeover, and this has resulted in the following takeover classifications: friendly, hostile, reverse or back-flip. Financing a takeover often involves loans or bond issues which may include junk bonds as well as a simple cash offer. It can also include shares in the new company. Takeover types Friendly takeover A ''friendly takeover'' is an acquisition which is approved by the management of the target company. Before a bidder makes an offer for another company, it usually first informs the company's board of directors. In a private company, because the shareholders and the board are usually the same people or closely connected with on ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Industrial Organization
In economics, industrial organization is a field that builds on the theory of the firm by examining the structure of (and, therefore, the boundaries between) firms and markets. Industrial organization adds real-world complications to the perfectly competitive model, complications such as transaction costs, limited information, and barriers to entry of new firms that may be associated with imperfect competition. It analyzes determinants of firm and market organization and behavior on a continuum between competition and monopoly, including from government actions. There are different approaches to the subject. One approach is descriptive in providing an overview of industrial organization, such as measures of competition and the size- concentration of firms in an industry. A second approach uses microeconomic models to explain internal firm organization and market strategy, which includes internal research and development along with issues of internal reorganization and rene ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Contract Law
A contract is an agreement that specifies certain legally enforceable rights and obligations pertaining to two or more Party (law), parties. A contract typically involves consent to transfer of goods, Service (economics), services, money, or promise to transfer any of those at a future date. The activities and intentions of the parties entering into a contract may be referred to as contracting. In the event of a breach of contract, the injured party may seek legal remedy, judicial remedies such as damages or equitable remedies such as specific performance or Rescission (contract law), rescission. A binding agreement between actors in international law is known as a treaty. Contract law, the field of the law of obligations concerned with contracts, is based on the principle that pacta sunt servanda, agreements must be honoured. Like other areas of private law, contract law varies between jurisdictions. In general, contract law is exercised and governed either under common law jur ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
