Break Fee Lets say that company "B" wanted to buy WND in a friendly offer.
They could bid $2.70/share, with a $10 million break fee in the agreement.
That would put them on the same economic terms as BEP with their somewhat cheaper Goodman shares.
$3.5 million for the cheaper Goodman shares that BEP owns, plus $6.5 million for the extra 10 cents in the bid.
And that would force BEP to offer at least $2.80, and probably quite a bit more, to compete, as it would still be a hostile bid. But now, BEP would also have to pay the break fee as part of the acquisition cost of buying WND.
So all of a sudden, BEP is at a distinct disadvantage.
If there was any other bidder in the running, this could be done and agreed to in a matter of minutes. So why isn't it being done?