Dealing with Takeover Offers

Hello Gary,

I am wondering about the best way to deal with stocks which have received a takeover offer. I know the short answer is to respond automatically to whatever trigger arises – buy or sell – and do nothing in between times (I follow that approach objectively and continually). However, takeover proposals do present a somewhat unusual situation, even though they don’t present very often. My thinking is along these lines, for cases where there is an ‘open’ trade for such a stock:

When the offer is tabled, the share price responds accordingly and reflects the value of the offer (either fully responding, or retaining some scepticism and so only partly reflecting the offer). From there, one of three things happens. Firstly, and usually after some time, the offer is accepted and so a ‘sell’ trigger appears. Secondly, the offer is rejected and the share price returns to its previous (pre-offer) value fairly quickly. And thirdly (but far less frequently), a higher offer is put on the table (with the above two possibilities following such a move).

So, for someone holding the stock at the time of the offer, there are two options (disregarding the ‘follow the triggers’ rule for the first option, for the purposes of this discussion).

Firstly, take the profit now (presuming it is a profit, but in any event, the offer is – usually – a significant improvement on any recent share price). Or secondly, wait until a ‘sell’ trigger appears, which may be when the offer (or revised offer) is either accepted or rejected.

The consequences of each option are: (1) an immediate profit, (2) the same profit but some time (even months?) later, or (3) a ‘loss of paper profit’ if the offer is rejected and the price returns to pre-offer value.

For the second consequence (receive the profit later when the offer is accepted and a ‘sell’ trigger appears), although a profit is realized, there is some opportunity cost resulting from waiting some time to get ‘funds-into-bank’, rather than immediately having the funds to re-invest if the stock is sold when the offer is first tabled.

It would seem that the opportunity cost is only justified if a revised (higher) offer is tabled. A higher offer means an ‘investor win’, a rejected offer means an ‘investor loss’. So it comes down to the comparative likelihood of each scenario. Unfortunately, such situations are probably not common enough to do the usual SWS analysis over years.

One recent case is STO last June. Pre-offer, its price was around $6.50; the offer changed the price range to $7.50 to $8.00; the offer rejection saw the price return to a $6.00 to $6.75 range. Although I didn’t hold STO at the time, my thinking at the time was that, triggers aside, I would be tempted to sell with the offer on the table.

Of course, one example doesn’t validate a proposed rule, but has SWS analysis ever looked at such infrequent situations and, if so, are they incorporated into the general analysis? Or are they ‘invisible’ to the mathematical analysis?

An alternative investor approach is to write a personal rule into one’s investing strategy and follow that (but too many 'personal rules’ will end up using a plan which is far-removed from the SWS approach!).

The issue has become more directly personal recently when I have been holding BSL prior to the New Year offer, having bought it on the late October trigger. Taking all of the above into account, I sold my holding a week or so after the offer and realized a profit of over 30%. I realize that the price has increased somewhat since then (including the dividend sweetener by the BSL board), but I am comfortable with my decision and am not experiencing any ongoing worries about a rejected offer and share price drop, having accepted a ‘sell’ price at somewhere near a recent ‘top’. That’s no different from ‘normal’ sell trades – they are never at the very top but usually are a bit after a recent ‘top’ and some distance below it.

Most of the above is just reporting on part of a personal journey, which may be of interest to SWS, but my main reason for writing is the more general query, which is underlined above. In other words, I am comfortable with making minor tweaks to the ‘follow the triggers’ rule, but I wonder is there anything more general that such situations suggest along the lines of ‘sell after offer’ or similar, as a more centrally located strategy within SPA3Investor or elsewhere, rather than just being a personal ‘strategy tweak’?

Thanks for your ongoing work and assistance to all members,

Regards,

Paul McColl

Hi Paul,

The answer to your query can be found in Daivid’s response in the forum under the topic ‘STO:ASX (Santos) Indicative proposal to be aquired’. Also refer to the SPA3 Investor Public Portfolio Investment Plan for guidance. In the case of the PP, such a position is exited 20 days after the offer and this aligns with some of the pros and cons you listed. I suggest this is a good default position. I have adopted the PP rule in my investment plans. And yes, it is a rare occurrence but a necessary rule to have.
Of course, David or Gary may wish to correct or elaborate on this.
Cheers, Bruce

Thanks Bruce. I didn’t realize that there had already been a ‘plan’ outlined for that situation. David’s earlier response in the STO context obviously corresponds with the situation I raised. And having that 20 day period allows time for the situation to settle but also time for a revised offer to be tabled. It generally coincides with the way I was thinking but provides a more precise response in terms of the 20-day trigger. I will modify my plan to reflect that.
Thanks again
Paul

Following on from my earlier query about dealing with Takeover Offers …
The Investment Plan for Equal Weighting PP (Oct 2024) indicates that any Open position in a stock for which a takeover offer has been announced should be sold on the 20th day after the announcement. Is that a formal rule for all SPA3Investor users or is it just the rule that is used in operating the Public Portfolio? It certainly seems like a sensible strategy but there doesn’t seem to have been any Sell trigger appearing for BSL since the announcement of the takeover. Perhaps that’s because the ‘rule’ is just for the operation of the PP?
Whether the ‘rule’ is just for the PP or for general use, some queries remain. In the recent case for BSL, there was an announcement (Jan 7) by BSL of an offer (12 Dec) by SGH (et al.) proposing a takeover.
Would the relevant date from which 20 days is counted be 12 Dec (takeover bid made) or Jan 7 (bid announced)?
When the BSL letter (Jan 7) was distributed, it indicated that the board rejected the offer. But does that mean that there is (might be) still an offer on the table (or pending) or is the issue immediately ‘put to bed’ as far as the PP investing rule is concerned?
Which company’s actions would put an end to the offer process – a statement by the bidder or the target?
This specific issue is probably no longer a current one for me (I sold the shares in mid Jan, around the time of 20 days from 12 Dec), but the questions are still relevant for any future takeovers.
Depending on the answers to the above, my selling may have been a “SPA3Investor error” on my part (was it?) and so begs the question as to whether I should re-buy?
Thanks in anticipation
Paul

Hi Paul,

The 20 day rule is typically taken from the date that the announcement is made.

There is no right or wrong amount of time (days) that one could base the rule around.

Sometimes the takeover announcement might attract other parties and contribute to a potential price increase, or the takeover might fall through and any gains could be lost.

The main idea is to not let the holdings (capital) become “tied up” in any potential longer term trading halt as a result of legal proceedings etc.

Once the position is exited after the 20 trading days, that’s it for that stock until such time that it produces another entry signal and is the highest ranked candidate and the portfolio has a vacancy.

We don’t have a rule for any failed bids perse, but that’s not to say that you couldn’t add one if you wanted, along with any specific conditions. it just needs to be documented in your Investment Plan.

Here’s a link to the SWS ASX Public Portfolio Investment Plan that includes the 20 day rule for takeovers.

Hope this helps.