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Hostile Bid: What It Is, Example

Explore the concept of hostile bids, how they work, and the risks associated with this aggressive strategy for acquiring control of a company.

Learn about hostile bids, an approach where one company attempts to acquire another without the target company's consent. Hostile bids are often aggressive and involve direct approaches to shareholders, bypassing the target company's management. This approach carries significant risks and challenges for both parties involved. In this article, we will explore how hostile bids work, the different types of hostile takeovers, and real-world examples to provide a deeper understanding of this acquisition strategy.

What is a Hostile Bid

A hostile bid occurs when a company attempts to acquire another company without the approval or consent of the target company’s management. The bidder directly approaches the target’s shareholders, bypassing the board of directors. Hostile bids are typically used when the target company’s management rejects the offer or fails to engage in negotiations.

How Does a Hostile Bid Work

A hostile bid is initiated when a company (the acquirer) offers to purchase a controlling stake in another company (the target) against the wishes of the target’s management. The acquirer may approach the target’s shareholders directly or use other tactics, such as a tender offer, to gain control. For example, if Company A wants to acquire Company B, but Company B’s management opposes it, Company A might offer to buy shares from Company B’s shareholders to gain control of the company.

Hostile Bid vs Hostile Takeover Bid

While the terms are often used interchangeably, there are subtle differences between a hostile bid and a hostile takeover bid.

Basis of Comparison Hostile Bid Hostile Takeover Bid

Definition

A bid made without the target company’s consent

A complete attempt to acquire the target company against its management’s will

Nature

May involve acquiring a controlling stake or influence

Typically involves acquiring full control of the target

Target's Reaction

Target management may resist, but it could still result in partial control

Target management actively resists or defends against the acquisition

Offer Type

May be a partial or full share offer

Full acquisition of the company’s shares

Risks and Challenges of Hostile Bids

 Hostile bids carry significant risks and challenges for both the acquirer and the target:

  • For the acquirer: The risk of paying a premium for shares, facing resistance from target management, and dealing with potential shareholder opposition.

  • For the target: The challenge of defending against the bid often involves defensive measures such as poison pills or soliciting alternative buyers. There’s also the risk of shareholder pressure to accept the bid if it's financially beneficial.

Hostile Bid Examples

Hostile bids have occurred in numerous global and India-specific cases. One prominent example is when Kraft Foods made a hostile bid for Cadbury in 2009. In India, the 2017 hostile bid by Vedanta Resources to acquire the remaining stake in Cairn India is another example where the management and stakeholders had to assess the offer closely.

Types of Hostile Takeover

 There are several common types of hostile takeovers:

  • Tender offer: The acquirer directly offers to buy shares from the target’s shareholders at a premium price.

  • Proxy fight: The acquirer tries to gain control by persuading shareholders to vote out the current management and replace them with those more favourable to the acquisition.

  • Creeping acquisition: The acquirer buys a small percentage of the target company’s shares over time to gain control gradually.

Conclusion

Hostile bids are aggressive acquisition approach that can create significant challenges for both the acquirer and the target company. Understanding the types, risks, and examples of hostile bids provides clarity on how to navigate such complex situations.

Disclaimer

This content is for informational purposes only and the same should not be construed as investment advice. Bajaj Finserv Direct Limited shall not be liable or responsible for any investment decision that you may take based on this content.

FAQs

What is meant by hostile bid?

A hostile bid is an attempt by a company to acquire another company without the approval of its management, usually by appealing directly to shareholders.

An example of a hostile bid is when Kraft Foods made an offer to acquire Cadbury in 2009 without the consent of Cadbury’s management.

Hostile bids typically occur when a company believes the target is undervalued or when the target’s management rejects previous offers, leading the acquirer to go directly to shareholders.

The main types of hostile takeover bids include tender offers, proxy fights, and creeping acquisitions. These tactics are used to acquire control of a target company without its management's approval.

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