Public M&A EP37: Panel Practice Statement on profit forecasts and synergy statements
Update: 2025-08-14
Description
In this episode, we talk about Practice Statement 35, which the UK Takeover Panel published recently, on profit forecasts, synergy statements (referred to in the Takeover Code as quantified financial benefits statements or QFBSs) and connected investment research.
Areas we discuss include:
• the regime in the Takeover Code for profit forecasts;
• how the rules apply where a target has unequivocally rejected an approach;
• the Panel Executive's approach to reports on synergy statements where a deal leaks;
• its approach where a target provides a profit forecast to a bidder as part of the due diligence exercise;
• when a forward-looking statement will be an aspirational target;
• how the regime applies to profit forecasts for financial periods which end more than 15 months in the future; and
• when the Executive may grant a dispensation from the rules that apply when a connected firm publishes investment research.
Areas we discuss include:
• the regime in the Takeover Code for profit forecasts;
• how the rules apply where a target has unequivocally rejected an approach;
• the Panel Executive's approach to reports on synergy statements where a deal leaks;
• its approach where a target provides a profit forecast to a bidder as part of the due diligence exercise;
• when a forward-looking statement will be an aspirational target;
• how the regime applies to profit forecasts for financial periods which end more than 15 months in the future; and
• when the Executive may grant a dispensation from the rules that apply when a connected firm publishes investment research.
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