Jurisdiction(s):
United Kingdom

Related legal acts

Key definition

Offer definition

What does Offer mean? In receivables finance, Offer describes the seller’s act of submitting identified receivables to the purchaser for sale in return for the agreed purchase price under a receivables purchase agreement (RPA). It reflects the common law concept of offer and acceptance (developed in case law rather than statute) and is used consistently across England & Wales, Scotland, Northern Ireland and Ireland. An Offer typically: identifies the receivables (and any exclusions); states or enables calculation of the purchase price (often net of discount, reserves and fees); is made by an offer notice or data upload by a cut-off time; and...

UK public takeovers: offeror pre-bid checklist: advisers, secrecy, PUSU, due diligence, certain funds, structures, stakebuilding, irrevocables, offer-related arrangements, and regulatory and competition approvals

Published by a LexisNexis Corporate expert

Practice notes

Prepared with insights from Rebecca Cousin of Slaughter and May on market practice.

Background

UK public Company Takeovers are tightly regulated transactions, and meticulous forward planning is fundamental to the success of any takeover bid process. This Practice Note sets out the matters an Offeror should weigh when preparing a takeover, including the need for strict secrecy before any offer announcement, the various situations in which an announcement becomes required, and the very significant implications that follow once an announcement is made. It also explains the roles of the key advisers, the different structures used for takeovers, financing considerations, anti-trust and other regulatory considerations and constraints, such as limits on entering into offer‑related arrangements and special deals with shareholders.

Bid team

A suitable team of advisers should be appointed at the outset. Under the City Code on Takeovers and Mergers (the Code), discussions before announcing a possible offer must be confined to a very restricted group of people—without the consent of the Panel this is capped at six. Consequently, in practice, at the initial stage the external advisers are usually limited to the financial adviser, lawyers, brokers and accountants...

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Web page updated on 21/05/2026

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