Market Tracker weekly bulletin – 19th October 2018

Market Tracker weekly bulletin – 19th October 2018

A round up of key developments in corporate transactions covered by Lexis®PSL Market Tracker this week.

Transactions

Takeovers

Takeover Panel launches a new consultation on Rule 29 of the Code

The Code Committee of the Takeover Panel has published a consultation on proposed amendments to Rule 29 of the Takeover Code which relates to asset valuations. Rule 29 requires that when a valuation of assets is given by a party to an offer ‘in connection with an offer’ an independent valuer’s opinion must be provided in support of that valuation.

The Code Committee proposes that Rule 29 is amended as set out in the consultation paper to more accurately reflect current practice, provide a more logical framework for it and provide better clarity in certain areas, including the circumstances in which a valuation is subject to it. The Code Committee proposes deleting the current Rule and replacing it with one which has been drafted broadly so that in addition to applying to property valuations it also applies to valuations of other classes of assets, in particular to mineral, oil and gas reserves and unquoted investments.

Market view: Selina Sagayam, Head of UK Transactional Practice Development at Gibson Dunn

'The Panel is proposing a more purposive approach which is to be welcomed by looking to capture valuations which gives the Panel the discretion not to require a Rule 29 valuation if it considers this not material for target shareholders in reaching an informed decision. This codifies the general purposive approach the Executive takes in granting dispensations with the interests of target shareholders being a fundamental consideration. Although the Panel states that it is not its intention to expand the scope of assets to which Rule 29 applies, the “future-proofing” wording of the new rule does in fact give the Panel the ability to expand the scope of Rule 29 to assets to which it may not apply (or even exist) today.

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About the author:
Jenisa is Head of Market Tracker, a transaction analysis product that sits within Lexis®PSL Corporate. She has over 13 years of legal publishing experience, with a focus on researching and reporting on trends and developments in the corporate and commercial legal market. Previous roles include content developer for Lexis®PSL, Legal Podcaster at Informa, and Research Editor at Practical Law Company where she specialised in reporting on cross-border corporate and commercial developments from the firm’s New York office.