Turkey: Pricing MTOs

Hergüner Bilgen Özeke, Istanbul | September 01, 2008

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The Turkish Capital Market Board's (the CMB) established practice for approval of the offer price in a mandatory tender offer (MTO) appears to be up for an overhaul. In its groundbreaking decision dated May 16 2008, the 16th Administrative Court of Ankara appears to have tied the MTO price of the target company to the actual market price of a listed subsidiary. Specifically, the Court held that in the case of the acquisition of a listed company, the price offered to minority shareholders of a listed subsidiary in a MTO must also take into account its actual stock exchange price on the date of determination of the MTO price. Subject to the Council of State approving the ruling, MTOs triggered by an indirect change of control may become more expensive.

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