Blog: Merger Buyer’s Remorse Sometimes Works – Bloomberg

The way public-company mergers and acquisitions generally work is that you sign a merger agreement, where the buyer promises to pay some agreed price for the target company, and then you have to wait months before the deal closes and the buyer delivers the money. During this waiting period, the buyer and target are doing things like getting a shareholder vote, getting antitrust and other regulatory approvals, and finalizing the buyer’s financing. Most of the time, mergers are happy events: Everyone is excited for the deal when they sign the deal, and they remain excited for the deal during the waiting period, and they are excited to close the deal at the end. 

Sometimes not though. Sometimes the world changes between signing and closing. In particular, sometimes the market crashes between signing and closing, due to inflation or war or bubbles popping or deadly pandemics or what have you. Before the crash, it seemed like a good idea to the buyer to pay $100 per share for the target, and it seemed like a good idea for the target to accept. After the crash, $100 seems a bit rich. The buyer would prefer not to pay that much, and the target — while perhaps sympathetic, in the abstract, to the buyer’s regret — will really want that $100. After all, it signed a deal to sell before the crash! Its timing was good! It should get the benefit of that deal.

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