State regulation of tender offers began with a Virginia statute passed in 1968. See L. Loss, Fundamentals of Securities Regulation 601 (1983). The basis for the Virginia legislation was "[f]ear that established local concerns might be taken over by outside interests which in turn would close down plants and leave local residents jobless." E. Aranow & H. Einhorn, Tender Offers for Corporate Control 153 (1973). A substantial number of states followed the pattern set by Virginia, enacting so-called "first generation" takeover laws.

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