CAPITOL FEDERAL FINANCIAL
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 | 2001-09-18 |
| 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 | Not stated |
| Price offered | USD $17.50 to $20.00 per share |
| Most an odd-lot tender could be | $1,732.50 to $1,980.00 |
How it finished
Everyone else100%
| Shares tendered | 8,000,000 |
|---|---|
| Shares accepted | 8,000,000 |
| 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.
expiry = 2001-09-18...s Common Stock, Par Value $0.01 Per Share At a Purchase Price Not Greater Than $20.00 Nor Less Than $17.50 Per Share ____________________ THE OFFER TO PURCHASE, PRORATION PERIOD AND WITHDRAWAL RIGHTS EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON TUESDAY, SEPTEMBER 18, 2001, UNLESS THE OFFER TO PURCHASE IS EXTENDED ___________________ Questions or requests for assistance or for additional copies of this offer to purchase, the letter of transmittal or other tender offer materials may be directed to Sandler O'N...
expiry = 2001-09-18...s Common Stock, Par Value $0.01 Per Share At a Purchase Price Not Greater Than $20.00 Nor Less Than $17.50 Per Share ____________________ THE OFFER TO PURCHASE, PRORATION PERIOD AND WITHDRAWAL RIGHTS EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON TUESDAY, SEPTEMBER 18, 2001, UNLESS THE OFFER TO PURCHASE IS EXTENDED ___________________ Questions or requests for assistance or for additional copies of this offer to purchase, the letter of transmittal or other tender offer materials may be directed to Sandler O'N...
mechanism = DUTCH...4,182 outstanding shares, and 28.4% of the shares held by persons other than Capitol Federal Savings Bank MHC. A copy of the Offer to Purchase dated August 15, 2001 (white booklet) is enclosed. We are conducting the offer through a procedure referred to as a "modified dutch auction." This procedure allows you to select the price at which you are willing to sell, or tender, all or part of your shares within a price range of not more than $20.00 per share and not less than $17.50 per share. Upon expiration of the offer, we will select the lowest purchase price from those shares tendered that will allow us to buy 8,00...
mechanism = DUTCH...4,182 outstanding shares, and 28.4% of the shares held by persons other than Capitol Federal Savings Bank MHC. A copy of the Offer to Purchase dated August 15, 2001 (white booklet) is enclosed. We are conducting the offer through a procedure referred to as a "modified dutch auction." This procedure allows you to select the price at which you are willing to sell, or tender, all or part of your shares within a price range of not more than $20.00 per share and not less than $17.50 per share. Upon expiration of the offer, we will select the lowest purchase price from those shares tendered that will allow us to buy 8,00...
must_tender_all = True...ase price from those shares tendered that will allow us to buy 8,000,000 shares. All shares purchased in the offer will receive the same purchase price, even those shares that are tendered below the purchase price. In addition, if you own less than 100 shares and tender all of your shares at or below the purchase price, you will receive priority and have all of your shares purchased even if more than 8,000,000 shares are tendered. No brokerage fees or commissions will be charged to you if you tender your shares. We encourage each stockholder to read carefully the Offer to Purchase and related materials. Neither Capitol Fe...
must_tender_all = True...ase price from those shares tendered that will allow us to buy 8,000,000 shares. All shares purchased in the offer will receive the same purchase price, even those shares that are tendered below the purchase price. In addition, if you own less than 100 shares and tender all of your shares at or below the purchase price, you will receive priority and have all of your shares purchased even if more than 8,000,000 shares are tendered. No brokerage fees or commissions will be charged to you if you tender your shares. We encourage each stockholder to read carefully the Offer to Purchase and related materials. Neither Capitol Fe...
price = USD 17.5-20.0...dutch auction tender." Under this procedure, Capitol Federal Financial shareholders will be given the opportunity to sell part or all of their shares to the Company at a price of not less than $17.50 per share and not more than $20.00 per share. This price range represents a 4.8 percent discount to an 8.8 percent premium when compared to the August 14, 2001 closing price of $18.39 per share. Based upon the minimum and maximum offering prices specifie...
price = USD 17.5-20.0...dutch auction tender." Under this procedure, Capitol Federal Financial shareholders will be given the opportunity to sell part or all of their shares to the Company at a price of not less than $17.50 per share and not more than $20.00 per share. This price range represents a 4.8 percent discount to an 8.8 percent premium when compared to the August 14, 2001 closing price of $18.39 per share. Based upon the minimum and maximum offering prices specifie...
threshold = 100...s. Partial or conditional tenders will not qualify for this preference, and it is not available to beneficial holders of 100 or more shares, even if the holders have separate stock certificates for fewer than 100 shares. By accepting this offer, a stockholder owning beneficially fewer than 100 shares will avoid the payment of brokerage commissions and the applicable odd lot discount payable in a sale of such shares in a transaction effected on a securities exchange. As of August 9, 2001, there were approximately 14,112 holders of record of shares. Approximately 4,947 of these holders of record held individually fewer than 100 shares...
threshold = 100...s. Partial or conditional tenders will not qualify for this preference, and it is not available to beneficial holders of 100 or more shares, even if the holders have separate stock certificates for fewer than 100 shares. By accepting this offer, a stockholder owning beneficially fewer than 100 shares will avoid the payment of brokerage commissions and the applicable odd lot discount payable in a sale of such shares in a transaction effected on a securities exchange. As of August 9, 2001, there were approximately 14,112 holders of record of shares. Approximately 4,947 of these holders of record held individually fewer than 100 shares...
txn_type = TENDER_OFFER...subject to Rule 13e-3. [ ] amendment to Schedule 13D under Rule 13d-2. Check the following box if the filing is a final amendment reporting the results of the tender offer: [ ] next page Item 1. Summary Term Sheet The information set forth in "Summary" of the Offer to Purchase is incorporated herein by reference. Item 2. Subject Company Information (a) The issuer of the securities to which this Schedule TO relates is Capitol Federal Financial, a federally chartered corporation. The address of its principal executive office, and its mailing address, is 700 S. Kansas Avenue, Topeka, Kansas 66603. (b) This Schedu...
txn_type = TENDER_OFFER...subject to Rule 13e-3. [ ] amendment to Schedule 13D under Rule 13d-2. Check the following box if the filing is a final amendment reporting the results of the tender offer: [ ] next page Item 1. Summary Term Sheet The information set forth in "Summary" of the Offer to Purchase is incorporated herein by reference. Item 2. Subject Company Information (a) The issuer of the securities to which this Schedule TO relates is Capitol Federal Financial, a federally chartered corporation. The address of its principal executive office, and its mailing address, is 700 S. Kansas Avenue, Topeka, Kansas 66603. (b) This Schedu...
accepted = 8000000...nt to the offer. In addition, in order to maintain compliance with IRS requirements, Capitol Federal Foundation intends to tender approximately 50,000 of its shares pursuant to the offer. Assuming we purchase 8,000,000 shares pursuant to the offer, including the 19,500 shares from directors and executive officers, and the trustee of the employee stock ownership plan does not tender any shares pursuant to the offer, then after the purchase of shares pursuant to the offer, our executive officers and directors as a group wou...
tendered = 8000000...ess of its principal executive office, and its mailing address, is 700 S. Kansas Avenue, Topeka, Kansas 66603. (b) This Schedule TO relates to the offer by Capitol Federal Financial to purchase up to 8,000,000 shares, or such lesser number of shares as are properly tendered, of its common stock, $0.01 par value per share, 80,404,182 of which shares were outstanding as of August 9, 2001. (c) The information set forth in "Summary" and "Section 8, Price Range of Shares; Dividends" of the Offer to Purchase is incorporated herein by reference. Item 3. I...
The filings
| Filed | Form | Role | On EDGAR |
|---|---|---|---|
| 2001-08-15 | SC TO-I | original (governing) | View |
| 2001-08-24 | SC TO-I/A | amendment | View |