Series 79 practice questioneasyTender Offer Rules
Under the all-holders, best-price rule for tender offers, which of the following is true?
- AOnly large shareholders must receive the best price.
- BPrice discrimination is permitted if disclosed in the Schedule TO.
- CAll holders of the same class must be offered the same price per share.✓ Correct answer
- DNon-U.S. holders may be excluded from the tender offer.
Explanation
Why C — All holders of the same class must be offered the same price per share.
The all-holders, best-price rule requires that all shareholders of the same class be offered equal terms in a tender offer. The trap is to believe special deals for certain shareholders are permitted, which would violate this fundamental rule.
Turn it into reps
Reading one answer is not the same as being ready
Lucky the Banker is a free practice app with 995+ Series 79 questions, weak-area tracking, and timed mock exams. No credit card, no paywall.
Spot an error in this question or explanation? Tell us — we fix these fast.
Related M&A, Tender Offers & Restructuring questions
- Which of the following is typically the largest source of financing in a traditional leveraged buyout (LBO)?
- In a Delaware short-form merger where a parent owns 90% of a subsidiary, which of the following statements about…
- A bidder commences a tender offer to acquire 30% of a public company. According to the Williams Act, how long must the…
- In an M&A agreement, an indemnity basket is best described as which of the following?
- In an asset purchase, which of the following is an advantage for the buyer compared to a stock purchase?
- When structuring an earnout in an acquisition agreement, which of the following can help reduce post-closing disputes?
- In Delaware, which shareholders are typically eligible to exercise appraisal rights in a short-form (90% ownership)…
- In a forward triangular merger, which entity remains as the surviving company?