[Last updated: 1 January 2025, unless otherwise noted]
The table below contains a summarized overview of the main steps of a typical voluntary public takeover bid process under German law. The takeover bid process for a mandatory public takeover bid is similar to the process set out below for a voluntary public takeover bid, with certain differences.
Step |
1. Preparatory stage:
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2. Launching of the bid:
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3. After submission of the offer document by the Bidder, BaFin has a period of 10 business days to review and approve or reject the offer document. The review period may be extended by BaFin by up to five business days. The offer is usually either expressly approved or rejected by BaFin. If BaFin fails to react in the specified period, the offer will be deemed approved. |
4. Following BaFin's approval of the offer document the Bidder must publish the offer document on the internet and at least an announcement on the publication in the electronic version of the Federal Gazette (elektronischer Bundesanzeiger). |
5. Launch of the acceptance period:
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6. Publication of a "reasoned statement" on the offer by the management board and supervisory board of the target company (without undue delay after publication of the offer document). |
7. Publication of the number of shares held/tendered: weekly during the acceptance period, daily during the last week of the acceptance period and immediately after the end of the acceptance period. |
8. If a voluntary takeover offer is successful, i.e., unless a minimum acceptance threshold was not reached: "Additional acceptance period" of two weeks. |
9. Publication of results: immediately after the end of the additional acceptance period. |
10. Payment of the offered consideration by the Bidder (depending on the structure chosen by Bidder, there may be one or two settlements). |
Click here to view diagram for Germany.