BEACON TOPCO, INC. CLYD

election_required = True...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 and do not properly withdraw them before the Expiration Date, and you complete the section entitled “Odd Lots” in the Letter of Transmittal, we will purchase all of your Shares without subjecting them to the proration procedure. See Section 1. Has the Company or its Board of Directors adopted a position on the Offer? Our Board of Directors has authorized us to make the Offer. However, none of the Company, the members of our Board of Directors, our executive officers, the Inf...

expiry = 2026-09-29...CASH BY BEACON TOPCO, INC. OF UP TO AN AGGREGATE PURCHASE PRICE OF $15 MILLION OF SHARES OF ITS COMMON STOCK AT A PURCHASE PRICE OF $6.6609 PER SHARE THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON SEPTEMBER 29, 2026, UNLESS THE OFFER IS EXTENDED (SUCH DATE AND TIME, AS THEY MAY BE EXTENDED, THE “EXPIRATION DATE”). Beacon Topco, Inc. (“Topco,” the “Company,” “we,” “us,” or “our”) is offering to purchase for cash up to an aggregate purchase price of $15...

mechanism = FIXEDEX-99.(A)(1)(A) 2 tm2625364-1_exa1a.htm EXHIBIT (A)(1)(A) Exhibit (a)(1)(A) BEACON TOPCO, INC. OFFER TO PURCHASE FOR CASH BY BEACON TOPCO, INC. OF UP TO AN AGGREGATE PURCHASE PRICE OF $15 MILLION OF SHARES OF ITS COMMON STOCK AT A PURCHASE PRICE OF $6.6609 PER SHARE THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON SEPTEMBER 29, 2026, UNLESS THE OFFER IS EXTENDED (SUCH DATE AND TIME, AS THEY MAY BE EXTENDED, THE “EXPIRATION DATE”). Beacon Topco, Inc. (“Topco,” the “Company,” “we,” “us,” or “our”) is offering to purchase for cash up to an aggregate pur...

must_tender_all = True...d not properly withdrawn prior to the Expiration Date would result in an aggregate purchase price of over $15 million, we will purchase Shares in the following order of priority: · first, we will purchase all odd lots of less than 100 Shares from stockholders who properly tender all of their Shares and who do not properly withdraw them before the Expiration Date (tenders of less than all of the Shares owned, beneficially or of record, by such Odd Lot Holder will not qualify for this preference); · second, after purchasing all the odd lots that were properly tendered and not properly withdrawn, we will purchase Shares from all other...

threshold = 100...hares in the Offer will permit the seller to avoid the usual transaction costs associated with open market transactions. Stockholders holding Shares in a brokerage account or otherwise through brokers may be subject to transaction costs. Furthermore, the shareholders who own of record an aggregate of fewer than 100 Shares, which we refer to as “odd lot” holders, who tender their Shares directly to the Depositary and whose Shares are purchased in the Offer will avoid not only the payment of brokerage commissions but also any applicable odd lot discounts that might be payable on sales of their Shares in transactions on Nasdaq. See Sections 1 and 2. If the C...

txn_type = TENDER_OFFEREX-99.(A)(1)(A) 2 tm2625364-1_exa1a.htm EXHIBIT (A)(1)(A) Exhibit (a)(1)(A) BEACON TOPCO, INC. OFFER TO PURCHASE FOR CASH BY BEACON TOPCO, INC. OF UP TO AN AGGREGATE PURCHASE PRICE OF $15 MILLION OF SHARES OF ITS COMMON STOCK AT A PURCHASE PRICE OF $6.6609 PER SHARE THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON SEPTEMBER 29, 2026, UNLESS THE OFFER IS EXTENDED (SUCH DATE AND TIME, AS THEY MAY BE E...