It Is "During" Not "After" - German Supreme Court Tightens Takeover Squeeze-Out Rules

5 March 2013
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Key takeaways:

  • The German Federal Supreme Court issued a ruling that effectively shortens the time frame in which bidders must reach the 95% ownership threshold required in a tender offer before the bidder is allowed to “squeeze-out” minority shareholders pursuant to the special rules for a takeover squeeze-out.
  • Specifically, the court ruling clarified that a bidder must acquire at least 95% of the target’s share capital no later than the end of the so-called “additional acceptance period.”
  • This ruling will limit the practical relevance of the takeover squeeze-out rules further. Such rules provide for certain advantages for the bidder over other squeeze-out options under German law. Yet, the 95% threshold is rarely reached in tender offers.