It involves the buyer financing the
acquisition in whole or in part by issuing new
shares to
parties'>
third parties (usually institutional investors). Since the consideration for the placing is not for cash, there will be no requirement for the buyer to obtain or have a disapplication of any pre-emption rights that exist. Traditionally, the buyer allots new shares to the seller in exchange for shares in the target company. The seller agrees with the investment bank that the allotted shares are placed in the market by the investment bank for cash (or failing such placing, the investment bank agrees to purchase the shares), and the seller receives cash for the allotted shares.
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