Odd Lot Index

CELESTICA INC CLS

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.
StatusClosed
Closing date2015-06-01
How it is pricedDutch auction
Odd-lot thresholdFewer than 100 shares
Must tender everything you holdNot stated
Must tick the odd-lot box on the formNot stated
Price offeredUSD $11.70 to $13.30 per share, in steps of $0.10
Most an odd-lot tender could be$1,158.30 to $1,316.70

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 = 2015-06-01...ttal and Notice of Guaranteed Delivery (all such documents, as amended or supplemented from time to time, collectively constitute the "Offer"). The Offer will commence on the date set forth below and expire at 5:00 p.m. (Eastern time) on June 1, 2015, unless terminated, extended or varied by Celestica (such time on such date, the "Expiration Time"). The Offer is not conditioned upon any minimum number of Shares being tendered or upon the consummation of the Term Loan (as defined herein...
listed = True...ry of the opinion of Scotia Capital Inc. is qualified in its entirety by reference thereto. Additional Securities Law Considerations Celestica is a reporting issuer (or the equivalent thereof) in each of the provinces and territories of Canada, and the Shares are listed on the TSX. Celestica believes that the purchase of Shares pursuant to the Offer will not result in: (i) Celestica ceasing to be a reporting issuer in any jurisdiction in Canada, or (ii) the Shares being delisted from the TSX. The Shares are also registered under Section 12(b) of the Exchange Act and are traded on the NYSE. Celestica believes that...
mechanism = DUTCH...e to any future earnings per Share that we may record, although there can be no assurance of such earnings. What will the Purchase Price for the Shares be and what will be the form of payment? We are conducting the Offer through a procedure commonly called a "modified Dutch auction". This procedure allows Shareholders to select the price within a price range specified by Celestica at which Shareholders are willing to sell their Shares. The price range for the Offer is US$11.70 to US$13.30 per Share. We will select the lowest Purchase Price that will allow us to purchase the maximum number of Shares properly tendere...
mechanism = DUTCH...ded and Restated Credit Facility and Consummation of Related US$250 million Term Loan TORONTO, Canada - Celestica Inc. (NYSE, TSX: CLS), a global leader in the delivery of end-to-end product lifecycle solutions, today announced the preliminary results of its “modified Dutch auction” substantial issuer bid (the “Offer”) to purchase for cancellation up to US$350 million of its subordinate voting shares (“Shares”), which expired at 5:00 pm. (Eastern time) on June 1, 2015 and the amendment and restatement of its credit facility to add a US$250 million term loan component thereto. All the terms and conditions of the Off...
mechanism = DUTCH...June 5, 2015 Celestica Announces Final Results of its US$350 million Substantial Issuer Bid TORONTO, Canada - Celestica Inc. (NYSE, TSX: CLS), a global leader in the delivery of end-to-end product lifecycle solutions, today announced the final results of its “modified Dutch auction” substantial issuer bid (the “Offer”) to purchase for cancellation up to US$350 million of its subordinate voting shares (“Shares”), which expired at 5:00 p.m. (Eastern time) on June 1, 2015. Based on the final count by Computershare Investor Services Inc., the depositary for the Offer (the “Depositary”), Celestica has taken up and paid...
price = USD 11.7-13.3...wyer, accountant or other professional advisor. OFFER TO PURCHASE FOR NOT MORE THAN US$350,000,000 IN CASH UP TO 29,914,529 OF ITS SUBORDINATE VOTING SHARES AT A PURCHASE PRICE OF NOT LESS THAN US$11.70 AND NOT MORE THAN US$13.30 PER SUBORDINATE VOTING SHARE Celestica Inc. ("Celestica", the "Corporation", "we", "our" or "us") invites the holders of its subordinate voting shares (the "Shares") to tender, for purchase and cancellation by the Corpo...
price = USD 11.7-13.3...23,951,538. Shareholders of Celestica had the opportunity to tender Shares until 5:00 p.m. (Eastern time) on June 1, 2015, by electing an auction tender at a price of their choice between US$11.70 and US$13.30 per Share (in increments of US$0.10 per Share) or, alternatively, by electing a purchase price tender at which they could sell their Shares at the Purchase Price determined by the Corporation pursuant to the Offer. Approximately...
threshold = 100...Shareholders (with adjustments to avoid the purchase of fractional Shares), except that "Odd Lot" tenders of Successfully Tendered Shares will not be subject to pro-ration. See "Offer to Purchase — Number of Shares and Pro-Ration". 1 What do I do if I own an "Odd Lot" of Shares? If you beneficially own fewer than 100 Shares as of the Expiration Time and you tender all such Shares, we will accept for purchase, without pro-ration but otherwise subject to the terms and conditions of the Offer, all of your Shares properly tendered pursuant to an Auction Tender at or below the Purchase Price or pursuant to a Purchase Price Tender. You should check the appropriat...
threshold = 100...were properly tendered to the Offer and not withdrawn. As the Offer was oversubscribed, Celestica will purchase Successfully Tendered Shares (as defined in the Offer) on a pro rata basis following determination of the final results of the Offer, except that “odd lot” tenders (of holders beneficially owning fewer than 100 Shares) will not be subject to pro-ration. Celestica expects that tendering shareholders subject to pro-ration will have approximately 92% of their tendered Shares purchased by Celestica under the Offer. The number of Shares to be purchased under the Offer, the pro-ration factor and the Purchase Price are preliminary and are subject to verifica...
txn_type = TENDER_OFFER...this document Exhibit (a)(1)(A) This document is important and requires your immediate attention. If you are in any doubt as to how to deal with it, you are urged to consult your broker, dealer, bank manager, lawyer, accountant or other professional advisor. OFFER TO PURCHASE FOR NOT MORE THAN US$350,000,000 IN CASH UP TO 29,914,529 OF ITS SUBORDINATE VOTING SHARES AT A PURCHASE PRICE OF NOT LESS THAN US$11.70 AND NOT MORE THAN US$13.30 PER SUBORDINATE VOTING SHARE Celestica Inc. ("Celestica", the "Corporation", "we", "our" or "us") invites the holders of its subordinate voting shares (the "Shares") to tender...
txn_type = TENDER_OFFER...inary and are subject to verification by the Depositary. Celestica expects to be able to release the final results of the Offer, including the final Purchase Price and pro-ration factor, on June 5, 2015. A complete description of the Offer is contained in the offer to purchase and issuer bid circular dated April 27, 2015 and other related documents and schedules, including any amendments thereto, filed with the applicable Canadian Securities Administrators and the U.S. Securities and Exchange Commission. The Offer documents are available free of charge on SEDAR at www.sedar.com, on EDGAR at www.sec.gov and on...
txn_type = ISSUER_BIDEX-99.(A)(8) 2 a15-13003_3ex99da8.htm EX-(A)(8) Exhibit (a)(8) FOR IMMEDIATE RELEASE Friday June 5, 2015 Celestica Announces Final Results of its US$350 million Substantial Issuer Bid TORONTO, Canada - Celestica Inc. (NYSE, TSX: CLS), a global leader in the delivery of end-to-end product lifecycle solutions, today announced the final results of its “modified Dutch auction” substantial issuer bid (the “Offer”) to purchase for cancellation up to US$350 million of its subordinate voting shares (“Shares”), which expired a...

The filings

FiledFormRoleOn EDGAR
2015-04-27SC TO-Ioriginal (governing)View
2015-06-02SC TO-I/AamendmentView
2015-06-05SC TO-I/AamendmentView