CENTURY BUSINESS SERVICES INC CBZ
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 | 2003-07-09 |
| 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 $3.00 to $3.30 per share, in steps of $0.05 |
| Most an odd-lot tender could be | $297.00 to $326.70 |
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.
election_required = True...he depositary would not only avoid the payment of brokerage commissions, but also would avoid any applicable odd lot discounts in a sale of the odd lot holder's shares. Any odd lot holder wishing to tender all of its shares pursuant to the tender offer should complete the section entitled "Odd Lots" in the letter of transmittal and, if applicable, in the notice of guaranteed delivery. 2 CBIZ also reserves the right, but will not be obligated, to purchase all shares duly tendered by any stockholder that tenders all shares owned beneficially or of record at or below the purchase price and that, as a result of proration, then would own beneficially or of record an...
expiry = 2003-07-09...CASH BY CENTURY BUSINESS SERVICES, INC. OF UP TO 14,000,000 SHARES OF ITS COMMON STOCK AT A PURCHASE PRICE NOT GREATER THAN $3.30 NOR LESS THAN $3.00 PER SHARE THE TENDER OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON WEDNESDAY, JULY 9, 2003, UNLESS THE TENDER OFFER IS EXTENDED. Century Business Services, Inc., a Delaware corporation (CBIZ), is offering to purchase for cash up to 14,000,000 shares of its common stock, par value $0.01 per share, upon the terms and subject to th...
listed = True...more than 14,000,000 shares in the tender offer, subject to applicable law. THE TENDER OFFER IS NOT CONDITIONED ON ANY MINIMUM NUMBER OF SHARES BEING TENDERED. THE TENDER OFFER IS, HOWEVER, SUBJECT TO OTHER CONDITIONS. SEE SECTION 7. Our shares are listed and traded on the Nasdaq National Market under the symbol "CBIZ." On June 9, 2003, the last trading day prior to the commencement of the tender offer, the closing price of our shares on the Nasdaq National Market was $3.01 per share. YOU ARE URGED TO OBTAIN CURRENT MARKET QUOTATIONS FOR THE SHARES BEFORE DECIDING WHETHER AND AT WHICH PURCHASE PRICE OR PURCHASE P...
mechanism = DUTCH...purchase shares of its common stock, par value $0.01 per share, in a self-tender offer. What will the purchase price for the shares be and what will be the form of payment?............. We are conducting the tender offer through 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. The price range for the tender offer is $3.00 to $3.30 per share. We will select the lowest purchase price that will allow us to buy 14,000,000 shares or, if a lesser number of shares are properly tendered, a...
must_tender_all = True...more than 14,000,000 shares are tendered in the tender offer?................ We will purchase shares: - first, from all holders of "odd lots" of less than 100 shares (not including any shares held in the CBIZ Business Services Employee Stock Investment Plan) who properly tender all of their shares at or below the purchase price selected by us and do not properly withdraw them before the expiration date; - second, after purchasing the shares from the "odd lot" holders, from all other stockholders (including participants in the CBIZ Business Services Employee Stock Investment Plan) who properly tender shares at or below the purchase...
price = USD 3.0-3.3...re 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. The price range for the tender offer is $3.00 to $3.30 per share. We will select the lowest purchase price that will allow us to buy 14,000,000 shares or, if a lesser number of shares are properly tendered, all shares that are properly tendered and not properly withdrawn. A...
price = USD 3.0-3.3...rporation (the "Company"), in connection with the offer by the Company to purchase up to 14,000,000 shares of its Common Stock, par value $0.01 per share (the "Shares") at a price between $3.00 and $3.30 per Share, net to the seller in cash without interest, upon the terms and subject to the conditions described in the Offer to Purchase dated June 10, 2003 (the "Offer to Purchase") and the related Letter of Transmittal (the "Lett...
threshold = 100...hares other than shares held in the CBIZ Business Services Employee Stock Investment Plan properly tendered prior to the expiration date at prices at or below the purchase price and not properly withdrawn by any person, referred to as an "odd lot holder," who owns beneficially or of record an aggregate of fewer than 100 shares and so certifies in the appropriate place on the letter of transmittal and, if applicable, on the notice of guaranteed delivery. To qualify for this preference, an odd lot holder must tender all shares owned beneficially or of record by the odd lot holder in accordance with the procedures described in Section 3. As set forth above, odd l...
txn_type = TENDER_OFFEREX-99.A.1.I 3 l01339aexv99waw1wi.txt EXHIBIT (A)(1)(I) OFFER TO PURCHASE OFFER TO PURCHASE FOR CASH BY CENTURY BUSINESS SERVICES, INC. OF UP TO 14,000,000 SHARES OF ITS COMMON STOCK AT A PURCHASE PRICE NOT GREATER THAN $3.30 NOR LESS THAN $3.00 PER SHARE THE TENDER OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON WEDNESDAY, JULY 9, 2003, UNLESS THE TENDER OFFER IS EXTENDED. Century...
txn_type = TENDER_OFFER...e Company to purchase up to 14,000,000 shares of its Common Stock, par value $0.01 per share (the "Shares") at a price between $3.00 and $3.30 per Share, net to the seller in cash without interest, upon the terms and subject to the conditions described in the Offer to Purchase dated June 10, 2003 (the "Offer to Purchase") and the related Letter of Transmittal (the "Letter of Transmittal"), which together, as each may be amended or supplemented from time to time, constitute the "Offer" and which are appended to and filed with the Schedule TO as Exhibits (a)(1) and (a)(2), respectively. ITEM 2. SUBJECT COMPANY I...
The filings
| Filed | Form | Role | On EDGAR |
|---|---|---|---|
| 2003-06-10 | SC TO-I | original (governing) | View |
| 2003-06-26 | SC TO-I/A | amendment | View |