BANCFIRST CORP /OK/ BANF
Terms unclear
Unclear — read the filing yourself
In a Dutch auction, tendering too high can cost you the priority. The company picks the lowest price that buys the shares it wants, and everyone at or below that price gets it. Tender above it and your shares come back unpurchased — and because you are not in the accepted pool at all, the odd-lot priority never applies. Most offers have a box meaning "accept whatever price is determined", which keeps you in the pool; the trade-off is that you give up any say in the price. The filing explains both.
| Status | Closed |
|---|---|
| Closing date | 2007-09-04 |
| How it is priced | Dutch auction |
| Odd-lot threshold | Fewer than 100 shares |
| Must tender everything you hold | Yes |
| Must tick the odd-lot box on the form | Yes |
| Price offered | USD $39.50 to $45.00 per share |
| Most an odd-lot tender could be | $3,910.50 to $4,455.00 |
How it finished
Everyone else100%
| Shares tendered | 539,453 |
|---|---|
| Shares accepted | 539,453 |
| Overall acceptance | 100% |
Where each of these comes from
Every line above was read out of the filing. Here is the wording it was read from, so you can check it.
election_required = True...y Shares, will I be subject to proration? If you own beneficially or of record fewer than 100 Shares in the aggregate, you properly tender all of these Shares at or below the Purchase Price and do not properly withdraw them before the Expiration Date, and you complete the section entitled “Odd Lots” in the Letter of Transmittal and, if applicable, in the Notice of Guaranteed Delivery, we will purchase all of your Shares without subjecting them to the proration procedure. See Section 1. Has BancFirst Corporation or its Board of Directors adopted a position on the Offer? Our Board of Directors has approved the Offer. However, neither we nor the Board of Directors...
expiry = 2007-09-04...G THE ASSOCIATED PREFERRED STOCK PURCHASE RIGHTS) AT A PURCHASE PRICE NOT GREATER THAN $45.00 NOR LESS THAN $39.50 PER SHARE BY BANCFIRST CORPORATION THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON SEPTEMBER 4, 2007, UNLESS THE OFFER IS EXTENDED (SUCH DATE AND TIME, AS THEY MAY BE EXTENDED, THE “EXPIRATION DATE”). BancFirst Corporation (the “Company,” “we” or “us”) hereby offers to purchase up to 500,000 shares of its common stock, $1.00 par value per...
expiry = 2007-09-04...er to Purchase and the other applicable Tender Offer Documents. All of the terms and conditions of the Offer apply to Vested Option Holders, except as specifically set forth in this letter. The Offer will expire at 5:00 p.m., New York City time, on September 4, 2007 (the “Expiration Date”), unless the Offer is extended. For information related to the Offer, please contact the Information Agent (MacKenzie Partners, Inc.) at (212) 929-5500 (call collect) or (800) 322-2885 (toll free). Right of Vested Op...
listed = True...ights. No additional consideration will be paid for the associated rights. The Offer is not conditioned upon the receipt of financing or any minimum number of Shares being tendered. The Offer is, however, subject to other conditions. See Section 7. The Shares are listed on the Nasdaq Global Select Market (the “Nasdaq”) and trade under the symbol “BANF.” On August 1, 2007, the last full trading day before the announcement of the Offer, the last reported sale price of the Shares was $40.59 per Share. Shareholders are urged to obtain current market quotations for the Shares before deciding whether to tender their Shares. See Section 8. The D...
mechanism = DUTCH...herein. The Offer is not conditioned on any minimum number of Shares being tendered by shareholders. See Section 1. What will be the purchase price for the Shares and what will be the form of payment? We are conducting this Offer through a procedure called a “modified Dutch auction.” This procedure allows you to select the price within a price range specified by us at which you are willing to sell your Shares. The price range for the Offer is $39.50 to $45.00 per Share. See Section 1. We will select the lowest purchase price (the “Purchase Price”) that will allow us to buy 500,000 Shares or, if a lesser number of S...
mechanism = DUTCH...fficer at (405) 270-1003 BANCFIRST CORPORATION ANNOUNCES FINAL RESULTS OF TENDER OFFER, INCREASES QUARTERLY DIVIDEND, AND JOINS THE NASDAQ FINANCIAL-100 INDEX Oklahoma City, OK - BancFirst Corporation (NASDAQ GS: BANF) today announced the final results of its modified “Dutch Auction” tender offer, which expired at 5:00 P.M., Eastern Time, on Tuesday, September 4, 2007. BancFirst Corporation has accepted for purchase 539,453 shares of its common stock at a price per share of $45.00, including all “odd lots” properly tendered and not withdrawn. The tender offer was for up to 500,000 shares, with an option to purchase...
must_tender_all = True...t to applicable law) are properly tendered and not properly withdrawn, we will purchase Shares in the following order of priority: • First, we will purchase all Odd Lots (as defined in Section 1) of less than 100 Shares at the Purchase Price from shareholders who properly tender all of their Shares at or below the Purchase Price and who do not properly withdraw them before the Expiration Date; • Second, after purchasing all the Odd Lots that were properly tendered at or below the Purchase Price, subject to the conditional tender provisions described in Section 6, we will purchase Shares at the Purchase Price from all other holders...
must_tender_all = True...ect to applicable law) have been validly tendered and not properly withdrawn, we will purchase Shares in the following order of priority: 2 • First, we will purchase all odd lots of less than 100 Shares (the “Odd Lots”) at the Purchase Price from shareholders who properly tender all of their Shares at or below the Purchase Price and who do not properly withdraw them before the Expiration Date; • Second, after purchasing all the Odd Lots that were properly tendered at or below the Purchase Price, subject to the conditional tender provisions described in the Offer to Purchase, we will purchase Shares at the Purchase Price from all ot...
price = USD 39.5-45.0...a procedure called a “modified Dutch auction.” This procedure allows you to select the price within a price range specified by us at which you are willing to sell your Shares. The price range for the Offer is $39.50 to $45.00 per Share. See Section 1. We will select the lowest purchase price (the “Purchase Price”) that will allow us to buy 500,000 Shares or, if a lesser number of Shares is properly tendered, all Shares that are properly tend...
price = USD 45.0...ion” tender offer, which expired at 5:00 P.M., Eastern Time, on Tuesday, September 4, 2007. BancFirst Corporation has accepted for purchase 539,453 shares of its common stock at a price per share of $45.00, including all “odd lots” properly tendered and not withdrawn. The tender offer was for up to 500,000 shares, with an option to purchase up to an additional 2% of the outstanding shares. At expiration, 539,453 shares we...
threshold = 100...y tendered all of their Shares and not properly withdrawn them before the Expiration Date. Therefore, we may not purchase all of the Shares that you tender even if you tender them at or below the Purchase Price. See Sections 1 and 6. vi Table of Contents If I own fewer than 100 Shares and I tender all of my Shares, will I be subject to proration? If you own beneficially or of record fewer than 100 Shares in the aggregate, you properly tender all of these Shares at or below the Purchase Price and do not properly withdraw them before the Expiration Date, and you complete the section entitled “Odd Lots” in the Letter of...
txn_type = TENDER_OFFEREX-99.(A)(1)(A) 2 dex99a1a.htm OFFER TO PURCHASE OFFER TO PURCHASE Table of Contents Exhibit (a)(1)(A) OFFER TO PURCHASE FOR CASH UP TO 500,000 SHARES OF ITS COMMON STOCK (INCLUDING THE ASSOCIATED PREFERRED STOCK PURCHASE RIGHTS) AT A PURCHASE PRICE NOT GREATER THAN $45.00 NOR LESS THAN $39.50 PER SHARE BY BANCFIRST CORPORATION THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXP...
txn_type = TENDER_OFFER...ER TO HOLDERS OF VESTED OPTIONS Letter to Holders of Vested Options Exhibit (a)(1)(I) IMMEDIATE ATTENTION REQUIRED August 8, 2007 Dear Holder of Vested BancFirst Corporation Stock Options: On August 3, 2007, BancFirst Corporation (the “Company”) commenced its offer to purchase up to 500,000 shares of its common stock, $1.00 par value per share (the “Common Stock”), including the associated preferred stock purchase rights (together with the Common Stock, the “Shares”), at a purchase price not greater than $45.00 nor less than $39.50 per share, net to the seller in cash, and without interest (the “Offer”), upon...
txn_type = TENDER_OFFER...HOMA CITY, OKLAHOMA 73102 PRESS RELEASE For Immediate release: Monday, September 10, 2007 For further information call Joe T. Shockley, Jr. Executive Vice President and Chief Financial Officer at (405) 270-1003 BANCFIRST CORPORATION ANNOUNCES FINAL RESULTS OF TENDER OFFER, INCREASES QUARTERLY DIVIDEND, AND JOINS THE NASDAQ FINANCIAL-100 INDEX Oklahoma City, OK - BancFirst Corporation (NASDAQ GS: BANF) today announced the final results of its modified “Dutch Auction” tender offer, which expired at 5:00 P.M., Eastern Time, on Tuesday, September 4, 2007. BancFirst Corporation has accepted for purchase 539,45...
accepted = 539453...on (NASDAQ GS: BANF) today announced the final results of its modified “Dutch Auction” tender offer, which expired at 5:00 P.M., Eastern Time, on Tuesday, September 4, 2007. BancFirst Corporation has accepted for purchase 539,453 shares of its common stock at a price per share of $45.00, including all “odd lots” properly tendered and not withdrawn. The tender offer was for up to 500,000 shares, with an option to purchase up to an additional 2% of the outstanding shares. At expiration, 539,453 shares were validl...
tendered = 539453...ncluding all “odd lots” properly tendered and not withdrawn. The tender offer was for up to 500,000 shares, with an option to purchase up to an additional 2% of the outstanding shares. At expiration, 539,453 shares were validly tendered and not withdrawn, and BancFirst exercised its option to purchase the additional shares. These shares represent approximately 3.4% of BancFirst Corporation’s currently outstanding shares. Payment for the tendered shares is expected to be made promptly. Following the completion o...
The filings
| Filed | Form | Role | On EDGAR |
|---|---|---|---|
| 2007-08-03 | SC TO-I | original (governing) | View |
| 2007-08-08 | SC TO-I/A | amendment | View |
| 2007-09-11 | SC TO-I/A | amendment | View |