What Is a Saturday Night Special?
A Saturday Night Special is a now obsolete takeover strategy that involved a company attempting to acquire another one by making a sudden public 澳洲幸运5开奖号码历史查询:tender offer, usually over the weekend. The offer was ꦇonly open for a short interval, typically a few days, pressurizing shareholders to make a quick decision and leaving management with little time to mount an adequate defense and weigh up its options.
Key Takeaways
- A Saturday Night Special describes a company attempting to acquire another one by making a sudden public tender offer, usually over the weekend.
- This technique was popular in the 1970s when the recipient only had seven days to respond to a takeover offer.
- That limited timeframe pressured shareholders to make a quick decision and left management with little time to mount an adequate defense.
- A Saturday Night Special became obsolete after the time period for a tender offer response was later extended to at least 20 business days.
Understanding a Saturday Night Special
A tender offer is a public solicitation to all 澳洲幸运5开奖号码历史查询:shareholders requesting that they sell their shares at a specific price — usually at a premium to their current 澳洲幸运5开奖号码历史查询:market value. If enough shareholders acc🐻ept the proposal, the takeover is complete and the acquirer assumes control of the⭕ target.
The Saturday Night Special 澳洲幸运5开奖号码历史查询:merger and acquisition (M&A) technique was popular and somewhat prosperous in the 1970s when only a minimum of seven calendar days needed to pass between the time that a tender was publicly announced and its deadline. That limited timeframe enabled the acquirer to catch the ta𝕴rget company off guard, particularly when the offer was lodged over the weekend: a period when markets are closed and interested parties are off doing other things.
In short, a Saturday Night Special effectively reduced the time for a response, putting the target in an aw𒆙kward, vulnerable position and po🎐tentially making them easier prey for the acquiring company.
1975
The Saturday Night Special term was reportedly introduced in 1975 as part of a public relations campaign against Colt Industries’ hostile tender offer for mechanical packing devices manufacturer Garlock.
What Led to the Saturday Night Special Decline?
The Saturday Night Special was effective when the 澳洲幸运5开奖号码历史查询:Williams Act accepted a minimum of seven days as a reasonable deadline to respond to a tender offer. When the time period was later extended to 20 days—following complaints that managers and shareholders were being forced to make critical decisions under unreasonable time pressure—and a rule was implemented demanding acquisitions of 5% or more of equity to be disclosed to the 澳洲幸运5开奖号码历史查询:Securities and Exchange Commission (SEC), the quic𓄧k strike, stealthy Saturday Nigh💯t Special method was rendered useless.
Important
Saturday Night Specials were rendered futile when legislators decided to extend the deadline required to respond to a tender offer from seven to 20 days.
Special Considerations
Over the years, it has become increasingly difficult for acquirers to swoop in quickly for their target𒈔 and take them by surprise. Other than regulatory changes, advancements in infor🐓mation technology also helped erode the effectiveness of the Saturday Night Special strategy.
A hallmark of financial markets today is the rapid exchange of information. In the pres⛦ent climate, corporate takeover ta💝rgets are often well ahead of potential unwanted advances.
In an interesting reversal of theඣ rationale behind a Saturday Night Special play, takeover attempts today are usually well-publicized. By using the media, internet, and many other options unavailable in the 60s and 70s, potential acquirers regularly use PR to sway public perceptions in their favor.