Odd Lot Index

CHARTER FINANCIAL CORP/GA

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 date2007-01-03
How it is pricedDutch auction
Odd-lot thresholdFewer than 100 shares
Must tender everything you holdYes
Must tick the odd-lot box on the formNot stated
Price offeredUSD $43.00 to $52.00 per share, in steps of $0.25
Most an odd-lot tender could be$4,257.00 to $5,148.00

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.

expiry = 2006-12-20...HASE FOR CASH BY CHARTER FINANCIAL CORPORATION OF UP TO 1,000,000 SHARES OF ITS COMMON STOCK AT A PURCHASE PRICE NOT GREATER THAN $52.00 NOR LESS THAN $43.00 PER SHARE THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON WEDNESDAY, DECEMBER 20, 2006, UNLESS THE OFFER IS EXTENDED OR EARLIER TERMINATED. Charter Financial Corporation hereby invites you to tender your shares of our common stock for purchase by us at a price specified by you that is not greater than $52.00 nor less than $4...
expiry = 2007-01-03...HASE FOR CASH BY CHARTER FINANCIAL CORPORATION OF UP TO 1,000,000 SHARES OF ITS COMMON STOCK AT A PURCHASE PRICE NOT GREATER THAN $52.00 NOR LESS THAN $43.00 PER SHARE THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON WEDNESDAY, JANUARY 3, 2007, UNLESS THE OFFER IS EXTENDED OR EARLIER TERMINATED. Charter Financial Corporation hereby invites you to tender your shares of our common stock for purchase by us at a price specified by you that is not greater than $52.00 nor less than $4...
listed = True...us concerning the events described above will be final and binding on all parties. The Exchange Act requires that all conditions to the offer be satisfied or waived before the expiration date. 36 SECTION 11. PRICE RANGE OF SHARES; DIVIDENDS. Our common stock is traded on the Nasdaq Global Market under the symbol “CHFN.” The following table sets forth the high and low closing prices per share, as reported on the Nasdaq Global Market, for the periods indicated, and dividends paid during such periods: Year Quarter Ending High Low Dividends Paid 2004 March 31 $ 41.00 $ 36.75 $ 0.40 * June 30 $ 39.89 $ 31.36 $ 0.25 September 30 $ 36.80 $ 31.17 $ 0.2...
listed = True...us concerning the events described above will be final and binding on all parties. The Exchange Act requires that all conditions to the offer be satisfied or waived before the expiration date. 36 SECTION 11. PRICE RANGE OF SHARES; DIVIDENDS. Our common stock is traded on the Nasdaq Global Market under the symbol “CHFN.” The following table sets forth the high and low closing prices per share, as reported on the Nasdaq Global Market, for the periods indicated, and dividends paid during such periods: Year Quarter Ending High Low Dividends Paid 2004 March 31 $ 41.00 $ 36.75 $ 0.40 * June 30 $ 39.89 $ 31.36 $ 0.25 September 30 $ 36.80 $ 31.17 $ 0.2...
mechanism = DUTCH...y may be amended and supplemented from time to time, constitute the “offer”). Unless the context otherwise requires, all references to shares shall refer to the shares of common stock of, par value $0.01 per share, of Charter Financial Corporation. Under the “modified Dutch auction” procedure, we will determine a single per share price that we will pay for shares properly tendered and not withdrawn, taking into account the number of shares tendered and the prices specified by tendering stockholders. We will select the lowest purchase price that will enable us to buy 1,000,000 shares, or such fewer number of shares...
mechanism = DUTCH...y may be amended and supplemented from time to time, constitute the “offer”). Unless the context otherwise requires, all references to shares shall refer to the shares of common stock of, par value $0.01 per share, of Charter Financial Corporation. Under the “modified Dutch auction” procedure, we will determine a single per share price that we will pay for shares properly tendered and not withdrawn, taking into account the number of shares tendered and the prices specified by tendering stockholders. We will select the lowest purchase price that will enable us to buy 1,000,000 shares, or such fewer number of shares...
must_tender_all = True...f shares properly tendered is less than 1,000,000, we will purchase all of the shares properly tendered within the specified range. If the number of shares tendered is more than 1,000,000, we will purchase shares first from holders of less than 100 shares who tendered all of their shares at or below the selected purchase price and then, on a pro rata basis, from all other stockholders who tendered shares at or below the selected purchase price. We reserve the right, in our sole discretion, to increase the number of shares we purchase by an amount that does not exceed 2% of our outstanding shares. The offer will expire at...
must_tender_all = True...f shares properly tendered is less than 1,000,000, we will purchase all of the shares properly tendered within the specified range. If the number of shares tendered is more than 1,000,000, we will purchase shares first from holders of less than 100 shares who tendered all of their shares at or below the selected purchase price and then, on a pro rata basis, from all other stockholders who tendered shares at or below the selected purchase price. We reserve the right, in our sole discretion, to increase the number of shares we purchase by an amount that does not exceed 2% of our outstanding shares. The offer will expire at...
price = USD 43.0-52.0...res? • Charter Financial is offering to purchase up to 1,000,000 shares of its outstanding common stock. See Section 6. How much will Charter Financial pay me for my shares? • The price range for the offer is $43.00 to $52.00 per share. We are conducting the offer through a procedure commonly called a “modified Dutch auction.” This procedure allows you to choose a price within this price range at which you are willing to sell your shares. We...
price = USD 43.0-52.0...res? • Charter Financial is offering to purchase up to 1,000,000 shares of its outstanding common stock. See Section 6. How much will Charter Financial pay me for my shares? • The price range for the offer is $43.00 to $52.00 per share. We are conducting the offer through a procedure commonly called a “modified Dutch auction.” This procedure allows you to choose a price within this price range at which you are willing to sell your shares. We...
threshold = 100...he 401(k) Plan or the Employee Stock Ownership Plan. By accepting the offer, a Small Lot Holder who holds shares in its name and tenders such shares directly to the Depositary would not only avoid the payment of brokerage commissions, but, if such holder owns fewer than 100 shares, also would avoid any applicable odd lot discounts in a sale of such shares. Any Small Lot Holder wishing to tender all of such stockholder’s shares pursuant to the offer should complete the section entitled “Small Lots” in the Letter of Transmittal. As of November 16, 2006, there were approximately 310 holders of record of our shares. Approximately 102 of these holders of reco...
threshold = 100...he 401(k) Plan or the Employee Stock Ownership Plan. By accepting the offer, a Small Lot Holder who holds shares in its name and tenders such shares directly to the Depositary would not only avoid the payment of brokerage commissions, but, if such holder owns fewer than 100 shares, also would avoid any applicable odd lot discounts in a sale of such shares. Any Small Lot Holder wishing to tender all of such stockholder’s shares pursuant to the offer should complete the section entitled “Small Lots” in the Letter of Transmittal. As of November 16, 2006, there were approximately 310 holders of record of our shares. Approximately 102 of these holders of reco...
txn_type = TENDER_OFFEREX-99.(A)(1)(I) 2 dex99a1i.htm OFFER TO PURCHASE Offer to Purchase Exhibit (a)(1)(i) OFFER TO PURCHASE FOR CASH BY CHARTER FINANCIAL CORPORATION OF UP TO 1,000,000 SHARES OF ITS COMMON STOCK AT A PURCHASE PRICE NOT GREATER THAN $52.00 NOR LESS THAN $43.00 PER SHARE THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON WEDNESDAY, DECEMBER 20, 2006, UNLESS THE...
txn_type = CONSOLIDATION...k value equaled $50.38 per share and thus, the offer price was at a slight premium to the fully converted tangible book value per share. As alternative methods to reduce the record number of our stockholders below 300, our Board of Directors also considered a reverse stock split and the establishment of separate classes of common stock. In considering these alternatives, our Board of Directors noted that a reverse stock split and the establishment of separate classes of common stock would not be voluntary transactions. Our Board of Directors, therefore, determined that the offer was the fairest way to reduce the...

The filings

FiledFormRoleOn EDGAR
2006-11-21SC TO-Ioriginal (governing)View
2006-12-13SC TO-I/AamendmentView