Cash offeror (Code definition) meaning

In public takeovers, a cash offeror is a bidder that has stated—or the target has stated about it—that its proposed offer will be made solely for cash. Under the City Code on Takeovers and Mergers (the Takeover Code), a non‑convertible debt instrument is normally treated as cash. The term is defined in the Takeover Code and used by the UK Takeover Panel in supervising UK public M&A. Its practical significance lies in funding certainty and price regulation. A cash offeror must have committed financing, and on the Rule 2.7 firm offer announcement and in the offer document its financial adviser must give the Panel‑required cash confirmation (Rules 2.7(d) and 24.8), with details of funding sources. Because consideration is all cash, minimum price rules apply: the offer price must be at least the highest price paid in cash by the offeror or its concert parties for offeree securities in the relevant look‑back period (including consequences under Rules 6 and 11). Usage and effect are consistent across England & Wales, Scotland and Northern Ireland. In Ireland, the Irish Takeover Rules adopt the same concept and cash confirmation practice, and practitioners use the term in the same sense.