Overview of tender offer activity across 7 EU jurisdictions (Italy, Germany, France, Spain, Netherlands, Greece and Sweden) from January 2022 to December 2025. France leads control bids with 46 (13.0% success rate). Italy leads delisting bids with 74 (89.2% success rate). Sweden has the most deals overall at 110. Italy leads on aggregate deal value at $88.4 billion. Delisting bid success rates range from 76.4% (Sweden) to 100% (Netherlands and Greece). Control bid success rates are substantially lower, ranging from 2.6% (Sweden) to 60% (Netherlands), as success is measured by shares acquired meeting or exceeding the target stake sought.

Tender Offer Activity Across 7 EU Jurisdictions (2022–2025)

Completed deals only — pending bids excluded. Source: Refinitiv Eikon / LSEG Workspace, M&A Deals Screener, Tender Offer Flag = True.

386Total completed deals
7Jurisdictions covered
$281bnAggregate deal value (USD)
176Control bids
210Delisting bids
85%Avg. delisting bid success rate
Italy and Sweden dominate by volume. Italy leads on aggregate deal value ($88.4bn across 91 deals), driven by large delisting bids. Sweden records the most deals (110) with a higher proportion of smaller transactions ($43.1bn). The Netherlands registers the fewest deals (12) but a disproportionately high aggregate value ($36.2bn), reflecting a small number of very large transactions. Delisting bids succeed at high rates across all seven jurisdictions (76–100%). Control bids are more selective: success rates — measured as shares acquired meeting or exceeding the target stake sought — range from 2.6% (Sweden) to 60% (Netherlands), as most bidders fall short of their declared acquisition targets.

Control bids — count and success rate by country

Delisting bids — count and success rate by country

Total deals and aggregate deal value by country — bubble size = deal value (USD bn)

Source: Refinitiv Eikon / LSEG Workspace — M&A Deals Screener | Tender Offer Flag = True | Jan 2022 – Dec 2025. Deal value in USD millions (aggregate per country). Control bid success = shares acquired ≥ shares sought; delisting bid success = deal status completed. Analysis: Prof. Marco Ventoruzzo, Bocconi University.

Show overview data table
Country Control bids (n) Control success % Delisting bids (n) Delisting success % Total deals Aggregate value (USD bn)

Comparative regulatory framework table for tender offers across 7 EU jurisdictions. All seven countries set a mandatory bid threshold of 30% except Greece which uses one-third (approximately 33.3%). Minimum offer price rules in all jurisdictions reference the highest price paid by the bidder in a preceding period (12 or 6 months) or a volume-weighted average price. Board neutrality rules apply in all jurisdictions except the Netherlands where the rule is optional and adopted only if included in company articles. Sell-out thresholds and squeeze-out thresholds range from 90% to 95% depending on jurisdiction. Delisting rules vary, with Italy requiring a mandatory prior full tender offer under the 2025 TUF Reform, Germany requiring a mandatory delisting offer, and Sweden requiring a mandatory offer at 90% of shares.

Comparative Regulatory Framework

Key regulatory parameters for public tender offers across 7 EU jurisdictions — based on national legislation and EU Takeover Bids Directive (2004/25/EC) implementation

Convergence on threshold, divergence on detail. All seven jurisdictions set a 30% mandatory bid threshold (Greece: ⅓), reflecting the common EU framework. Meaningful divergence appears in squeeze-out and sell-out thresholds (90% vs 95%), in the stringency of board neutrality rules (the Netherlands stands apart with an opt-in model), and in delisting requirements. Italy's 2025 TUF Reform introduces significant changes: raising squeeze-out to 90% and mandating a prior full tender offer before delisting.
Country Mandatory bid threshold Minimum offer price rule Board neutrality Sell-out threshold Squeeze-out threshold Delisting rules

Sources: National legislation and implementing regulations: Italy — TUF (D.Lgs. 58/1998) as amended by 2025 Reform; Germany — WpÜG, §39 BörsG, UmwG; France — Code de Commerce Art. L233-32, AMF Règlement Général; Spain — Real Decreto 1066/2007, CNMV rules; Netherlands — Decree on Public Offers (Bob); Greece — Law 3461/2006; Sweden — Nasdaq Stockholm Takeover Rules, Aktiemarknadsnämnden statements. All as of March 2026. EU Takeover Bids Directive 2004/25/EC provides the common framework.

Tender offer premiums measured as median 4-week premium percentage, for both control bids and delisting bids, by country and by target sector. Premiums above 300% are excluded. By country: Netherlands has the highest control bid premium at approximately 60%. France has the highest control bid premium among the large markets at approximately 45%. Greece's delisting bid premium is negative at approximately minus 13%, reflecting regulatory price floors that may be set below market prices. By sector: Retail and Consumer Products command the highest delisting premiums. Real Estate and Industrials show the lowest control bid premiums. Hostile or unsolicited bids command significantly higher premiums: Italy 39.5% versus 21.0% for friendly bids; Spain 72.5% versus 20.2%, though sample sizes are small (n=2 in both cases).

Tender Offer Premiums (2022–2025)

Median 4-week premium (%) for control bids and delisting bids — median reported as more robust than mean, which is sensitive to outliers. Premiums above 300% excluded.

Hostile bids pay substantially more. Where data is available, hostile/unsolicited bids command significantly higher premiums: Italy 39.5% vs. 21.0% (friendly); Spain 72.5% vs. 20.2% — consistent with economic theory, though sample sizes are limited (n=2 in both cases). The Netherlands' high control bid premium (~60%) reflects a small number of large, competitive transactions. Greece's negative delisting premium reflects the interaction of mandatory price floor rules with depressed market pricing in specific cases.

Median 4-week premium by country — control bids vs. delisting bids

Median 4-week premium by target sector — control bids vs. delisting bids

Methodology: 4-week premium = (offer price − share price 4 weeks before announcement) / share price 4 weeks before announcement × 100. Median reported to reduce sensitivity to outliers. Premiums above 300% excluded. Negative premiums (Greece delisting bids) occur where the regulatory minimum price is set below prevailing market prices at the time of measurement.
Source: Refinitiv Eikon / LSEG Workspace — M&A Deals Screener | Jan 2022 – Dec 2025. Analysis: Prof. Marco Ventoruzzo, Bocconi University.

Show premium by country data table
Country Control bid premium (median %) Delisting bid premium (median %) Hostile premium (where available) Friendly premium (where available)

Valuation analysis covering implicit price-to-earnings multiples by country and target sector, and the relationship between premium offered and shares acquired in control bids. Sweden commands the highest median P/E multiple at approximately 26.5 times earnings. Spain has the lowest at approximately 16.7 times. By sector, Healthcare commands the highest P/E at approximately 41 times, while Materials is lowest at approximately 11.5 times. There is a statistically significant positive correlation between premium offered and shares acquired in control bids: regression equation y equals 0.261x plus 30.3, R-squared equals 0.061, p-value equals 0.007, n equals 117.

Valuation Multiples & Premium-Acquisition Relationship

Implicit P/E multiples (median offer price / EPS) and the relationship between premium offered and shares acquired — control bids 2022–2025

Higher premiums do buy more shares — but modestly. The regression of % shares acquired on 4-week premium yields a statistically significant positive slope (R²=0.061, p=0.007, n=117). Each additional percentage point of premium is associated with approximately 0.26 additional percentage points of shares tendered. The effect is real but the R² is low — most of the variance in tendering reflects factors other than price: ownership structure, competing offers, shareholder base composition. Sweden commands the highest P/E multiple (26.5×), likely reflecting the prevalence of high-growth companies in its deal universe.

Implicit P/E multiple by country (median, all bids)

Implicit P/E multiple by target sector (median, all bids)

Premium offered vs. shares acquired — control bids (each dot = one deal)

P/E methodology: Implicit P/E = offer price / EPS (trailing twelve months). Ratios above 200× excluded (loss-making companies). n=201 valid observations out of 386 total deals. Sorted by median P/E descending.
Regression: y = 0.261x + 30.3; R²=0.061; p=0.007; n=117 (control bids with valid premium and shares acquired data). Premiums above 300% excluded. Withdrawn bids included to avoid survivorship bias.
Source: Refinitiv Eikon / LSEG Workspace — M&A Deals Screener | Jan 2022 – Dec 2025. Analysis: Prof. Marco Ventoruzzo, Bocconi University.

Bid character analysis for control bids, covering two dimensions: friendly versus hostile or unsolicited bids, and voluntary versus mandatory bids. On bid attitude: Italy and Spain are the only jurisdictions with material hostile or unsolicited bid activity, at approximately 21% and 22% respectively. Germany, France, Netherlands, Greece and Sweden show near-100% friendly bids in the classified sample. On bid type: France has the highest share of mandatory bids at approximately 20%, followed by Sweden at approximately 15% and Italy at approximately 12%. Germany and Netherlands show near-100% voluntary bids.

Bid Character — Attitude & Type

Control bids only — two dimensions: deal attitude (friendly vs. hostile/unsolicited) and bid type (voluntary vs. mandatory), by country, 2022–2025

Hostile bids remain rare — and concentrated. Across the 7 jurisdictions, Italy and Spain account for virtually all hostile/unsolicited bid activity. In all other markets, the classified sample is essentially entirely friendly. France records the highest proportion of mandatory bids (~20%), reflecting its ownership concentration and the consequential frequency of threshold crossings that trigger the mandatory offer obligation.

Friendly vs. hostile/unsolicited — % of classified control bids

Voluntary vs. mandatory — % of control bids

Friendly vs. hostile: Classification per Refinitiv Eikon deal attitude field. Excludes bids where attitude is not classified (Italy: 7, Germany: 10, France: 4, Netherlands: 1, Greece: 1). "Hostile/Unsolicited" includes both hostile bids opposed by target management and unsolicited bids made without prior negotiation.
Voluntary vs. mandatory: Mandatory bid = bid triggered by crossing the mandatory bid threshold under national law implementing Art. 5 of Directive 2004/25/EC. Voluntary = all other bids.
Source: Refinitiv Eikon / LSEG Workspace — M&A Deals Screener | Jan 2022 – Dec 2025. Analysis: Prof. Marco Ventoruzzo, Bocconi University.

Two analyses. First, cross-border tender offer flows showing acquiror and target countries. Domestic bids dominate in every jurisdiction: Italy 83 domestic, Sweden 81, France 57, Germany 44, Spain 23, Greece 10, Netherlands 9. Cross-border inbound deals: Sweden received 10 foreign bids (largest cross-border target market), France received 5, Italy 6, Germany 5, Netherlands 2, Spain 2, Greece 1. The United States is the most active non-EU acquiror with 6 cross-border bids. Second, a sector matrix showing acquiror versus target sector combinations. The Financials sector dominates, with 51 same-sector deals (Financials acquiring Financials). Financials acquirors also target Consumer Products and Services (25 deals), Industrials (38) and Materials (32). Most other sector pairs show light activity, confirming strong same-sector consolidation as the dominant pattern.

Cross-Border Flows & Sector Patterns

Who acquires whom across borders — and which sectors are acquiring which

Domestic deals dominate; the US is the leading foreign bidder. The vast majority of tender offers in every jurisdiction are domestic. Sweden is the most attractive cross-border target (10 inbound bids), followed by Italy (6) and France and Germany (5 each). The United States is the most active non-EU acquiror (6 deals), ahead of Sweden, Netherlands and France (3 each). In sector terms, Financials-on-Financials consolidation is the single largest deal category (51 deals), with Financials acquirors also active across Industrials (38) and Materials (32).

Cross-Border Tender Offer Flows (2022–2025)

Acquiror → France → Sweden → Greece → Italy → Germany → Netherlands → Spain Total cross-border
Domestic bids (same-country, not shown above): Italy: 83  |  Sweden: 81  |  France: 57  |  Germany: 44  |  Spain: 23  |  Greece: 10  |  Netherlands: 9

Acquiror vs. Target Sector Matrix (2022–2025)

Number of deals | Diagonal = same-sector acquisitions | All jurisdictions combined | Colour intensity proportional to deal count

Cross-border note: "Cross-border" = acquiror and target headquartered in different countries. Domestic deals excluded from the flow table above but shown in the summary box. Acquiror countries with only 1 deal each (Japan, Belgium, Finland, Norway, Ireland, Denmark, Canada, Switzerland, Austria) are shown individually in the flow table.
Sector classification: Per Refinitiv Eikon industry sector classification. Diagonal cells (same-sector acquisitions) shaded darker.
Source: Refinitiv Eikon / LSEG Workspace — M&A Deals Screener | Jan 2022 – Dec 2025. Analysis: Prof. Marco Ventoruzzo, Bocconi University.