It’s beginning to look a lot like… work? There is a quirky little provision of the UK’s Takeover Code which requires a firm bid to be made within 28 days of the buyer’s interest becoming public. It’s based on a simple day count, with no allowance for public holidays or anything else. And so, if a deal gets into the newspapers late in November, the bankers can be faced with a deadline that falls on a day when they might normally not expect to be working.
This year, there are two such deals ; Aviva’s acquisition of Direct Line Insurance, which needs to have a deal by 5pm on Christmas Day, and Macquarie’s bid for Renewi plc, which, like Good King Wenceslas, has to go out on the Feast of Stephen (December 26).
Obviously, the sensible thing to do in this sort of situation is for everyone to realise that because of the calendar, the 28 day deadline is an effective 26 day deadline, and everything needs to be completed two days early so that the advisors and clients can enjoy a normal Christmas break. Equally obviously, bankers can’t always be trusted to do the sensible thing.
We certainly hope that the Aviva and Macquarie deals (and a few other smaller transactions which also have festive deadlines) will be fixed up with time to spare. But the temptation is always there to try to play games and gain slight advantages on the deal terms, by trying to project a greater willingness than the other side to have one’s family events spoiled. Obviously, if you were in the mood to play these games, you might growing a new appreciation for the strategic benefits of a diverse workforce; one or two bankers on the team who don’t celebrate Christmas could significantly improve the credibility of the threat.
But hopefully nobody would
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