What is an Any-and-All Bid?
An any-and-all bid is an offer to acquire a company whereby the potential buyer offers to purchase any and all of the shareholders' shares at a specific price by a certain deadline.
How Does an Any-and-All Bid Work?
Let's assume Company XYZ wants to buy Company ABC, which is a public company. Company XYZ might tell the shareholders of Company ABC that it will purchase any and all shares owned by Company ABC shareholders for, say, $10 a share. If only a few shareholders are willing to sell at that price, Company XYZ may end up with only a handful of shares. If several shareholders are willing to sell at that price, however, Company XYZ may end up controlling Company ABC.
Any-and-all bids are different from two-tier bids, whereby Company XYZ would offer to pay more for the shares that would give it controlling interest in Company ABC.
Why Does an Any-and-All Bid Matter?
Any-and-all bids are common on takeover attempts, but there is an interesting relationship the shareholders and the buyer have with each other. Some shareholders may not tender their shares in an any-and-all bid because they believe that all the other shareholders will, thereby allowing the resisting shareholders to 'ride' the presumed stock-price increase. But if all the shareholders believe the takeover bid will succeed, and all the shareholders then decide to keep their shares in anticipation of a rise in the stock price, then the takeover attempt never happens.