Foley regularly represents bidders, targets, boards of directors, shareholders, and financial advisors in unsolicited transactions and contests for corporate control, including those in connection with tender offers and proxy fights. If you are a public company, we can prepare strategic defenses involving shareholder rights plans, staggered boards of directors, state laws, and bylaw amendments that minimize your risk of becoming a target of an unsolicited bid. Should you become the target of an unsolicited bid, we can advise you on your fiduciary duties and responsibilities and determine your best response. Our strategies can help you remain independent, deter unfair offers, or turn the unsolicited offer into a negotiated transaction that maximizes your shareholders' value.
Conversely, if you are bidding on a company, we routinely assist in developing sound strategies to overcome target defenses and in complying with reporting obligations that arise in connection with a bid to ensure smooth execution of your growth strategy.