Takeover Forms

Prepare the documents required for a takeover of a public or private company with these Takeover Forms. Fully editable and easy to customize to fit your needs.

These are Canadian legal forms.

The term takeover is generally used to refer to an acquisition where the company being acquired is resisting the takeover, otherwise known as a 'hostile takeover'. This is accomplished by bypassing the board of directors and making a tender offer directly to the shareholders. If the offer to purchase their shares is 'sweet' enough, a majority of the shareholders may decide to approve the takeover, notwithstanding that the directors and management oppose it.

Many companies have employed defenses against corporate takeover, such as instituting a shareholders' rights plan which allows shareholders to purchase additional stock at a reduced price, resulting in a higher number of shareholders. However, these strategies can have the negative effect of lowering the stock price and diluting the shares.

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Alberta Directors Circular re Offer to Purchase Common Shares

Use this template Directors' Circular to inform your shareholders of an offer to purchase all of the corporation's common shares. The circular contains the following information:

  • the reasons that the Board of Directors is recommending that the shareholders accept the offer;
  • details of a pre-acquisition agreement between the corporation and the offeror, including an agreement by the offeror to pay option holders the difference between the purchase price and the exerci.....

Alberta Lock-Up Agreement for Takeover Bid

Lock up the shares of a privately held Alberta corporation in connection with a takeover offer to purchase the shares with this downloadable template.

  • The agreement must be signed by each of the shareholders, pursuant to a pre-acquisition agreement between the corporation and the offeror.
  • Each shareholder agrees to deposit its shares and to surrender any options or warrants it has to purchase shares.
  • Each shareholder agrees not to acquire any additional shar.....

Alberta Notice of Guaranteed Delivery of Shares (Takeover)

Give notice of guaranteed delivery of shares which are the subject of a takeover bid with this easy template form for Alberta corporations.

  • The Notice is given with respect to share certificates that must be deposited by a shareholder pursuant to an offer made by a third party to purchase all of the common shares of a privately held Alberta corporation.
  • This is NOT a Letter of Transmittal.
  • This notice is to be used when a shareholder is unable to provide th.....

Alberta Reverse Take-Over Information Package

Prepare an Offering Circular and shareholder documents for a reverse takeover bid with this digital package of forms for an Alberta public company.

The offering circular must be distributed to all the corporation's shareholders by an offeror who wishes to acquire all of the securities of the corporation in a reverse takeover. The package includes:
  1. Notice of Annual and Special Meeting of Shareholders;
  2. Form of Proxy for the meeting, to be completed by those sharehol.....

Alberta Share Purchase Agreement for Reverse Takeover

Prepare a Share Purchase Agreement for a reverse takeover of an Alberta corporation with this downloadable template.

  • The purchaser is purchasing all of the shares of a privately held company from the shareholders.
  • The vendor shareholders will be issued shares from the purchaser's treasury.
  • Any shareholder who holds outstanding share options in the company will be issued options or warrants to acquire shares of the purchaser.
  • Subsection 85.1 of the .....

Alberta Take-over Offer to Purchase Common Shares

Make an offer to purchase the common shares of an Alberta corporation for cash with this customizable template.

  • The offeror wishes to purchase all of the common shares of a privately held corporation.
  • The Board of Directors has approved the offer and recommends that the shareholders accept it.
  • The offer is made for shares only, and does not include options or convertible securities.
  • The offeror will not be obligated to complete the transaction.....

Alberta Transmittal Letter to Deposit Shares

This Transmittal Letter is used to deposit the shares of an Alberta corporation with the corporation under the terms of an offer to purchase, until the share purchase is complete.

  • The common shares of the corporation are being deposited pursuant to the terms of a takeover offer by a third party to purchase all of the common shares of the corporation.
  • The Letter of Transmittal includes detailed instructions for the shareholder on how to deposit their share certificate(.....

Canada Takeover Bid Offer to Purchase Securities

Make a takeover bid offer to purchase the securities of a publicly owned Canadian corporation with this customizable template.

  • The purchaser reserves the right not to proceed if the offer is not accepted by sufficient security holders to represent a majority of the common shares of the corporation.
  • The purchaser is not obligated to proceed if any undisclosed action results in a material change to the corporation.
  • The terms of the takeover offer are for ca.....

Canada Takeover Bid Offering Circular

An Offering Circular must be distributed to the shareholders and security holders of any Canadian corporation which is the target of a takeover bid. The Circular contains information required by the shareholders, such as:

  • history of the offeror and a description of its business,
  • the purpose of the offering and the offeror's plans following the purchase,
  • beneficial ownership and trading of the offeror's securities,
  • securities subject to the offe.....

Canada Voting Trust Agreement Pursuant to Take-over Bid

Draw up a Voting Trust Agreement between a corporation, its shareholders and a trustee pursuant to a take-over bid with this downloadable template for Canadian companies.

  • The purpose of the Agreement is to deposit the voting shares of the corporation into trust in connection with a take-over bid to acquire the corporation.
  • The shares are being deposited subject to the terms of an escrow agreement and specific securities legislation requirements restricting the exerc.....