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Simple English definitions for legal terms

hostile takeover

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A quick definition of hostile takeover:

A hostile takeover is when one company takes control of another company without the approval of the target company's board of directors. This means that the target company's management does not want to be taken over. There are two ways this can happen: a tender offer or a proxy vote. A tender offer is when the acquirer offers to buy shares from the target company's shareholders at a higher price than the market price. The goal is to get enough shares to have control of the target company. A proxy vote is when the acquirer tries to convince the target company's shareholders to vote out the current management. The target company can try to stop the takeover by using defenses like a poison pill, golden parachute, or greenmail. Some famous examples of hostile takeovers include RJR Nabisco, Warner Communications, and Kraft.

A more thorough explanation:

A hostile takeover is a type of acquisition where one company takes control of another company without the approval or consent of the target company's board of directors. This means that the target company's management is not in favor of the takeover, hence the term "hostile".

There are two common ways for a hostile takeover to occur:

  • Tender Offer: The acquirer offers to purchase stock shares from the target company's shareholders at a premium to the market price. The goal is to acquire enough voting shares to have a controlling equity interest in the target company, usually over 50% of the voting stock.
  • Proxy Vote: The acquirer tries to persuade existing shareholders of the target company to vote out the current management so that it will be easier to take over.

The target company can employ several defenses against a hostile takeover, such as:

  • Poison Pill: Diluting the equity interest by allowing current shareholders to purchase new shares at a discount.
  • Golden Parachute: Providing expensive benefits to key management if they are removed following a takeover.
  • Greenmail: Repurchasing shares at a higher premium.

Some examples of hostile takeovers include:

  • The hostile takeover of RJR Nabisco in 1988
  • The takeover of Warner Communications by Time Inc in 1989
  • The takeover of Kraft by Heinz in 2015

These examples illustrate how a company can take control of another company without the approval of the target company's management. In each case, the acquirer used a tender offer or proxy vote to gain control of the target company. The target company then employed various defenses to try and prevent the takeover, but ultimately failed.

hostile possession | hostile witness

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18:23
do u guys have any recommendations for any LSAT prep websites that wont break my wallet
18:23
i rly liked powerscore! and babycat maybe yeah
18:24
ty :') ive been looking for some prep material but I've seen some where they're like $500 plus for prep material
18:25
7sage, lsatdemon, lsat hacks. check them out it seems like diff ppl have a preference. most offer free trial
babycat
18:25
7sage is $1/month if you can get fee waiver
babycat
18:26
that’s the first thing you should know. apply for a fee waiver through LSAC and it applies to some test prep companies too
@K0zhii: I would recommend LSAT Demon (they also have a fee waiver version) & the Loophole
I personally did not like 7Sage, but since it is so cheap w/ fee waiver it might be worth trying
18:34
@K0zhii: to summarize: 1: https://www.lsac.org/lsat/register-lsat/lsat-cas-fees/fee-waiver 2. check out the above mentioned prep companies, sign up/ 'try them on' and see if you have a preference (they are all a little different). 3. If you get an LSAC fee waiver, you can then use it to get discounted access to the prep companies. Hope this helps!
18:41
ugh berkeley public interest scholars is binding. idk what to do
18:41
what do u guys think with my stats. ED berk worth it or nah
18:41
bunny^? idk apply and cross that bridge when u get there imo but im clueless.
18:43
what a difficult decision hm. gotta research berk more ig
18:43
hey did u take the Nov lsat Chowie?
18:43
binding scares me but its the only chance at a full ride. and no i didnt i canceled
I mean it is not a bad option, unless you're shooting for HYS or something.
18:44
yeah harvard is def my dream
18:45
I believe regarding PI binding @ NYU? we came to the conclusion that: if you get it, it is binding IF u accept it, after you are admitted, chances are at that point u would know (likely) outcome @ other options. can anyone confirm?
@ChowieBean: Well if HLS is your dream, then don't apply binding somewhere else—at least I wouldn't do that.
18:47
yes i'm sure that one's binding if you accept. and yeah i probably wont bind to berkeley but i want to still write a public interest essay for them
18:54
I wish eggan jackfrost wasp bunny where here to input some knowledge since they are PI focused. texas seems right- it just really depends on the margin of utility u see in each school, if u are deadest on HLS- likely dont do anything binding to other schools?
18:56
agree i just feel like it's such a pipe dream for HLS to be dream school
PerpetualCheerfulBeaver
18:58
yall think there will be A's sent tomorrow? or that it will be after thanksgiving
19:02
I think they will send some this week. :) I read that they did send them out during the holidays last year. I specifically read Thanksgiving week was busy.
babycat
19:02
@ChowieBean: yeah you don’t need to apply ED to berk to be eligible for the scholarship, binding just means that if you accept the scholarship you have to go there
babycat
19:02
it doesn’t mean if they offer you the scholarship you have to go there, only if you accept it
19:04
wow! thank you babycat!
babycat
19:06
yeah of course. like llama said, RTK has the same policy but it’s only binding to the extent that if you accept their offer you’re committing to attend that school
Dkk
19:09
The only binding I do is binding rune stones together in the mage's guild.
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