Odd Lot Index

CENTRAL PACIFIC FINANCIAL CORP CPF

Odd lots go first

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 date2014-03-21
How it is pricedDutch auction
Odd-lot thresholdFewer than 100 shares
Must tender everything you holdYes
Must tick the odd-lot box on the formYes
Price offeredUSD $21.00 per share
Most an odd-lot tender could be$2,079.00

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...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 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 Central Pacific 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 us or any of our Board...
expiry = 2014-03-21...STOCK (INCLUDING THE ASSOCIATED PREFERRED STOCK PURCHASE RIGHTS) AT A PURCHASE PRICE NOT GREATER THAN $21.00 PER SHARE NOR LESS THAN $18.50 PER SHARE THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON MARCH 21, 2014, UNLESS THE OFFER IS EXTENDED (SUCH DATE AND TIME, AS THEY MAY BE EXTENDED, THE "EXPIRATION DATE"). Central Pacific Financial Corp. ("Central Pacific," the "Company," "we," "us," or "our") is offering to purchase for cash up to $68,800,000...
listed = True...oximately 7.8% of the total number of Shares issued and outstanding as of February 14, 2014. The Offer is not conditioned on the receipt of financing or any minimum value of Shares being tendered. The Offer, however, is subject to other conditions. The Shares are listed on the New York Stock Exchange ("NYSE") and trade under the symbol "CPF". On February 20, 2014, the Company entered into repurchase agreements (the "Repurchase Agreements") with each of Carlyle Financial Services Harbor, L.P. ("Carlyle") and ACMO-CPF, L.L.C. ("Anchorage" and together with Carlyle, the "Lead Investors"), each of whom is the owner of 9,463,095 Shares (r...
mechanism = DUTCH...nder of the Rights. No additional consideration will be paid for the associated Rights. See Section 11. What will be the purchase price for the Shares and what will be the form of payment? We are conducting this Offer by means of a procedure commonly 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. We are offering to purchase for cash up to $68,800,000 in value of our Shares, at a price not greater than $21.00 nor less than $18.50 per Share, net to the seller in cash, less any applicable withholding t...
mechanism = DUTCH...Morimoto Wayne Kirihara SVP & Treasurer SVP - Corporate Communications (808) 544-3627 (808) 544-3687 david.morimoto@centralpacificbank.com wayne.kirihara@centralpacificbank.com NEWS RELEASE Central Pacific Financial Corp. Announces Preliminary Results of Its Modified “Dutch Auction” Tender Offer Expects to purchase 3,405,940 shares of common stock at $20.20 per share in the tender offer; expects to close on previously-announced private repurchases of additional 2,782,178 shares of common stock on April 7, 2014 HONOLULU, HI, March 24, 2014 — Central Pacific Financial Corp. (NYSE: CPF), parent company of Central Paci...
mechanism = DUTCH...David Morimoto Wayne Kirihara SVP & Treasurer SVP - Corporate Communications (808) 544-3627 (808) 544-3687 david.morimoto@centralpacificbank.com wayne.kirihara@centralpacificbank.com NEWS RELEASE Central Pacific Financial Corp. Announces Final Results of Its Modified “Dutch Auction” Tender Offer Purchases 3,405,888 shares of common stock at $20.20 per share in the tender offer; expects to close on previously-announced private repurchases of additional 2,782,178 shares of common stock on April 7, 2014 HONOLULU, HI, March 28, 2014 — Central Pacific Financial Corp. (NYSE: CPF), parent company of Central Pacific Bank,...
must_tender_all = True...t properly withdrawn prior to the Expiration Date would result in an aggregate purchase price of more than $68,800,000, we will purchase Shares in the following order of priority: •First, we will purchase all Odd Lots of less than 100 Shares from shareholders 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...
price = USD 21.0...hich is equal to the ratio of the number of Shares tendered pursuant to the Offer (1,638,095) divided by the maximum number of Shares that could be repurchased in the Offer at the purchase price of $21.00 per Share (3,276,190). Accordingly, in such case, 669,047 16 Shares would be repurchased from each of the Lead Investors (or 1,338,094 Shares in the aggregate) pursuant to the Repurchase Agreements. If the Offer is over-subscribe...
price = USD 20.2...ered through notice of guaranteed delivery at or below the purchase price of $20.20. Based on these preliminary results, Central Pacific expects to purchase 3,405,940 Shares, at a purchase price of $20.20 per Share for an expected total cost of approximately $68,800,000, excluding fees and expenses relating to the tender offer. Due to the oversubscription of the tender offer, based on the preliminary count described above, Central...
price = USD 20.2...ls Fargo Shareowner Services, the depositary for the tender offer, Central Pacific has accepted for purchase 3,405,888 shares of Central Pacific’s common stock (the “Shares”) at a purchase price of $20.20 per Share for a total cost of approximately $68,800,000, excluding fees and expenses relating to the tender offer. The depositary will promptly pay for the Shares accepted for purchase pursuant to the terms of the tender offer. S...
priority = True...d Rights. Upon the terms and subject to the conditions of the Offer, promptly after the Expiration Date, we will determine a single price per Share (the "Purchase Price"), which will be not greater than $21.00 nor less than $18.50 per Share, that we will pay, subject to "odd lot" priority, proration and conditional tender provisions described in this Offer to Purchase, for Shares properly tendered in the Offer and not properly withdrawn, and accepted for payment, taking into account the number of Shares tendered pursuant to the Offer and the prices specified by the tendering shareholders. The Purchase Price will be the lo...
threshold = 100...st have properly 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 final Purchase Price. See Sections 1 and 6. 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 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 applicabl...
txn_type = CONSOLIDATION...tions necessary for us to make the Offer to shareholders in any such jurisdiction. Some of our shareholders never exchanged their stock certificates (and related Shares held in Direct Registration System ("DRS") book-entry form, if any) following our 1-for-20 reverse stock split on February 2, 2011. Such shareholders may participate in the Offer. The Letter of Transmittal sent to such shareholders includes a description of how many unexchanged shares of Central Pacific Financial Corp. (CUSIP 154760102) such shareholders hold. In order to participate in this Offer, such shareholders must submit their physical cer...
txn_type = TENDER_OFFER...SVP & Treasurer SVP - Corporate Communications (808) 544-3627 (808) 544-3687 david.morimoto@centralpacificbank.com wayne.kirihara@centralpacificbank.com NEWS RELEASE Central Pacific Financial Corp. Announces Preliminary Results of Its Modified “Dutch Auction” Tender Offer Expects to purchase 3,405,940 shares of common stock at $20.20 per share in the tender offer; expects to close on previously-announced private repurchases of additional 2,782,178 shares of common stock on April 7, 2014 HONOLULU, HI, March 24, 2014 — Central Pacific Financial Corp. (NYSE: CPF), parent company of Central Pacific Bank, toda...
txn_type = TENDER_OFFER...ihara SVP & Treasurer SVP - Corporate Communications (808) 544-3627 (808) 544-3687 david.morimoto@centralpacificbank.com wayne.kirihara@centralpacificbank.com NEWS RELEASE Central Pacific Financial Corp. Announces Final Results of Its Modified “Dutch Auction” Tender Offer Purchases 3,405,888 shares of common stock at $20.20 per share in the tender offer; expects to close on previously-announced private repurchases of additional 2,782,178 shares of common stock on April 7, 2014 HONOLULU, HI, March 28, 2014 — Central Pacific Financial Corp. (NYSE: CPF), parent company of Central Pacific Bank, today announce...

The filings

FiledFormRoleOn EDGAR
2014-02-21SC TO-Ioriginal (governing)View
2014-03-24SC TO-I/AamendmentView
2014-03-28SC TO-I/AamendmentView