M&A Hostile Takeover Defense: What They Don't Teach You at Business School
Defending against an unsolicited offer requires both expertise, as well as impeccable judgment.
To forestall an attack, companies should understand their defense options, and consider strategic and governance issues sensibly within the special context of their needs and circumstances. This playbook built around years of real-world practitioner work on Wall Street is organized as a series of thoughtful information packed slides. It prepares the senior executive for M&A defense in the event of a hostile takeover bid.
CONTENTS
•Hostile Approaches
•Defense Preparation
•Tactical Defense
•Other Options
•Timeline & Actions
•Poison Pills and Poison Pill Mechanics
•Case Studies in M&A Defense
•Board of Directors Duties
•Practical Workplan
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Sameer Jain is founder and an engaged shareowner of ActiveAllocator Activist Capital Advisors L.P., an investment firm bringing private equity and hedge fund convergence around activist events. His 25-year career includes investment banking, alternative investments, and entrepreneurial fintech. He has provided critical advice, formulated white papers and analysis for activist sponsors, as well as provided defense feedback to target public companies. His banking experience includes shareholder advisory, shareholder activism and raid defense, contested and hostile M&A. As a portfolio manager he devised and implemented trading strategies which harvested volatility and excess abnormal returns surrounding activists' actions.
He also created and operated fintech ActiveAllocator.com, the world's first system that seamlessly integrates traditional, illiquid, and alternative investments within portfolios.
Prior, he was Managing Director across six AR Capital publicly listed companies (NYSE and NASDAQ) and brokerage firm RCS Capital Corporation (NYSE: RCAP). Before that he headed Investment Content & Strategy, as well as all illiquid investing at UBS Alternative Investments (NYSE: UBS) in New York. Preceding this he was at Citigroup (NYSE: C) within the ICG and Alternative Investments groups in New York. His early career was at Cambridge Alternative Investments and SunGard System Access (formerly NYSE: SDS) in Dubai and New York.
He has written ~30 Wall Street research reports and academic papers, book chapters on investments, coauthored an investments book "Active Equity Management", presented at over hundred industry conferences, and visited ~80 countries.
Mr. Jain has graduate degrees in engineering, business administration, public administration and is an alum of Massachusetts Institute of Technology and Harvard University.
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