Every term and filing, in plain words.
What each word on the deal pages means and the maths behind it, and what every SEC filing in a deal is.
Start here
Nine terms, in the order to read them.
Merger arbitrage
Buying shares of a company being bought, for less than its buyer agreed to pay.
Offer
The cash price per share the buyer has agreed to pay, as the agreement now stands.
Spread
The gap between the offer and the share price, as a share of the price.
Annualized spread
The spread turned into a yearly rate, so deals that close at different times can be set side by side.
Undisturbed price
A reference close for where the target's shares traded before the deal, taken on a day set by a fixed rule.
Deal break
A deal that ends without closing.
Shareholder vote
The target holders' approval of the merger, usually at a meeting.
HSR
The US antitrust review under the Hart-Scott-Rodino Act.
Outside date
The date after which either side may end the agreement if the deal hasn't closed.
Guides
Each one takes a topic from start to end.
Every term, by topic
Each term on the deal pages, under the topic it belongs to.
The basics
Merger arbitrage, signed deals and deal breaks.
Fees
Termination fee and reverse termination fee.
Reading the list
Column groups and shading numbers by value.
Prices and the spread
The offer, the spread and the implied chance.
Approvals and conditions
Closing conditions, the vote, HSR and CFIUS.
Dates and deadlines
Announced, expected close and the outside date.
Protections
Financing, specific performance and go-shops.
Deal structure
Merger vote, tender offer and buyer type.
How we check
SEC filings, verbatim quotes and each check.
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