Okay, so let’s pretend that you’re going to a concert, and you want to get your friends to go, too. Your goal is to influence the number of people who head to the gig. You’ll call up your most reliable friends and ask them to join you. If they’re awesome friends, they’ll say yes. But don’t be secretive about your dealings. Otherwise, you might have a lot of explaining to do, and you might greatly irk the members of the band.
The same goes for “acting in concert” in the financial world. In short, if you want to acquire parts of a company (shares) and make a lasting impression, you’ll ask your influential friends and business buddies to take the exact same actions that you do...with a goal of creating a unified end-result.
That said, there are times when you must declare your intentions to avoid violating securities laws. In other words, never act in concert without consulting with your attorney first. This move could violate the law if you directly harm a third-party, or if you fail to state your intentions in accordance with the percentages required by law.
Related or Semi-related Video
Finance: What is the All Holders Rule?4 Views
Finance a la shmoop, what is the all holders rule? No this is not about
post-coital rules of engagement.. The holder here is about those holding stock [Two peoples heads pop out from under a duvet and a stop sign appears]
in a company in this case likely holding stock in a company where a contentious
takeover bid has come in from the cold cruel world outside with a bidder [Pacman]
wanting to pay $17 and 23 cents a share for about a $2 premium over where the
stock was trading yesterday while a rival set of shareholders want more like
20 bucks a share to sell the iPod hearing aid company to just you know [Billboard for the iPod hearing aid company]
sell and go away. Well the all holders rule came along as part of the 1934 Act
if the SEC was establishing granular rules so that the legally [Two people in suits walking down a corridor]
unsophisticated weren't turned into lunch when the hungry Wall Street wolves [A wolf appears and drags one of them away]
got a hankering for deals. So what's the rule with all holders, well it's simply
that all holders of the same exact class of security. i.e. basic common stock have
to be offered the same deal that is one offer can't be given to the people who [Good offer document is given to Company A]
wanted to sell at just 17 dollars and 23 cents and then some other punitive deal [Bad deal given to Company B]
like is offered to the others like you know.. if you don't take this by 4:00 p.m.
next Thursday we'll teepee your homes and then offer at most 16 bucks a share [Angry looking guy in a suit]
going down a dime a week until you say uncle, or aunt yeah well that's the all
holders rule. All holders get the same deal.
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