Timeline
5. Timeline

[Last updated: 1 January 2025, unless otherwise noted]

As a general rule, the takeover bid process for a mandatory public takeover bid is similar to the process that applies to a voluntary public takeover bid, with certain exceptions.

The table below contains a summarized overview of the main steps of a typical voluntary public takeover bid process in Denmark.

Step

1.   Preparatory stage:

  • Preparation of the bid by the offeror (study, due diligence, financing and draft prospectus).
  • The bidder approaches the board of the target company and/ or its key shareholders. Due to the ownership structure on the Danish stock market, it is usually advisable to approach key shareholders at this stage.
  • Negotiations with the board of the target company and/or its key shareholders. It is usually advisable to negotiate with key shareholders, possibly securing irrevocable undertakings where the shareholders agree to accept the takeover bid under certain circumstances.

 2.  Launching of the bid:

  • The offeror may announce a bid after having undertaken to comply with the applicable takeover regulations.
  • The board of the target company issues a statement recommending whether the target shareholders should accept the bid or not.
  • Within four weeks from the announcement, the offeror must make an offer document public. Prior to that, the offer document must have been filed with, and approved by, the DFSA.
  • The offeror may not withdraw from the bid after it has been announced.
  • In a negotiated bid, the offeror is expected to include the response on the bid from the board of directors of the target company.

3.  Launch of the acceptance period:

  • Start: not before the offer document has been made public.
  • Duration: not less than four weeks and not more than 10 weeks.
  • The acceptance period may be extended (by at least two weeks) if the bidder has provided for possible extension in the offer document, after approval by the DFSA, or in accordance with applicable takeover regulation. The total acceptance period may not exceed 10 weeks or, if the offer is conditional on the attainment of necessary regulatory approval, nine months.
  • Without prejudice to the above, the acceptance period may be extended if the offeror has announced that it will complete the bid.

4.  Publication of results as soon as possible after the end of the acceptance period.

5.  Payment of the offered consideration by the offeror as soon as possible after publication of the result.

6.  Squeeze-out if the offeror acquired more than 90% of the shares and delisting of the target shares is applied for.

Set out below is an overview of the main steps for a voluntary public takeover in Denmark.

5.1 Indicative timeline for a voluntary public takeover

Click here to view diagram for Denmark.