A two-tier merger offer is one where the acquiring company offers to purchase the target company in a two-part transaction.Cash is paid to some stockholders, bonds are issued to others, but the total values of each part of the transaction are equal.

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A two-tier merger offer typically involves an initial offer of cash or securities to some shareholders, followed by a second offer that may be less favorable, often involving securities, to the remaining shareholders. The total values of each part are not necessarily equal.

A Two-Tier Merger Offer Is One Where the Acquiring Company