Quantified Financial Benefits Statements

Synergy announcements under the UK’s Takeover Code

Significant changes to the Takeover Code have increased the reporting burden for offerors and offerees in a transaction. These include a ‘Quantified Financial Benefits Statement’ (‘QFBS’) - a quantified statement of synergies expected from a proposed acquisition, made by an offeror; or a statement by an offeree company quantifying any cost saving or other financial measures that it proposes to implement if a contested offer is withdrawn or lapses.

This has driven a considerably greater level of work for companies and their advisers in developing robust synergy plans and the related market announcements. Given the size of synergies typically announced, this is a key constituent of transaction value for shareholders considering a takeover offer.

How we can help

Rule 28 of the Takeover Code requires a QFBS to be supported with public reports from your Reporting Accountant and Financial Adviser(s). A detailed review of the underlying Synergy Plan by the Reporting Accountant will form the basis of these opinions.

The review brings robust, independent challenge to Management’s Synergy Plan. Whilst the Rule 28 obligations are often the principal driver for this, the exercise also brings significant additional benefits.

Examples of our work

Market leading Synergy offering
Deloitte has acted as the Reporting Accountant on the four largest deals where QFBS synergy announcements have been made under the QFBS regime1

1 As at April 2016
4 Most recent QFBS announcement
5 Where relevant, converted into GBP at announcement date FX rate

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