A hostile takeover strategy, where a company is offered to be bought at a higher than target rate.
When a potential buyer seeks to acquire a company at a much higher price than the target company’s actual worth, a bear hug is experienced. It is an attempt to do a hostile takeover of the company. The bear hug strategy pressurizes the company to accept the proposal with the risk of losing the board’s confidence.
Bear hugs usually happen when a company is struggling and the stocks have fallen in value. It also implies current management and board members' resistance towards a friendly deal. It often results in an acquisition but costs the acquirer much more than a typical deal. After a successful deal, the current management is ousted by the new owners.
The buyer approaches the shareholders directly. This move is taken as a means to discourage other interested parties from bidding as it offers a price well above the fair market price, thus eliminating any other potential buyer from the field.
The shareholders receive a benefit from such offers as the price goes up. When a bear call is rejected, a company is put under a boiler to better its share rates and recover from the takeover attempt.
A bear hug is rarely rejected because the offer is public, and the board is accountable to the shareholders for their decision. However, target company management rejects it if they can justify not taking the offer. Nonetheless, the board has to face a few consequences in that case.
A bear hug is triggered when the company refuses to accept any offer. The buyer company then directly approaches the company's shareholders to get the offer accepted.
The company’s board can reject such offers for legal and managerial reasons, but they are bound to accept it most of the time in the shareholder's interest. These are two consequences of rejecting a bear hug:
The case of declining a bear hug can be brought to court when most shareholders believe declining the offer is not for their benefit. In such a scenario, the management must justify how declining such an offer is in favor of the shareholders.
Another thing a bear hug acquirer does is bypass the board and present the offer directly to shareholders. The bear hugger offers to acquire the company at a value above the market price - a rescue that gives the shareholders the advantage of selling their shares at a higher value than the market price.
Though a bear hug seems like the best option for an acquirer, it is not always the case.
Bear hugs cost a lot, and the acquirer faces a massive loss if the product fails to do better in the market.
To convince shareholders, the premium offered is often much higher than the company's worth and creates no value for the buyer.
Mostly, the entire management of the target company is replaced; thus, bear hugs are never favorable for the executive team of the target company.
Bear hugs are bitter and often involve lawsuits. The board doesn't cooperate with the acquirer even after closing the deal.
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