COHERENT INC

election_required = True...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 at or below the purchase price prior to the Expiration Time and you complete the section entitled "Odd Lots" in the Letter of Transmittal and, if applicable, in the Notice of Guarantee Delivery, we will purchase all of your shares without subjecting them to the proration procedure. See Section 1. Once I have tendered shares in the Offer, can I withdraw my tender? Yes. You may withdraw any shares you have tendered at any time before 5:00 p.m., New York City time, on March 1...

expiry = 2008-03-17...ssued under the First Amended and Restated Common Shares Rights Agreement) at a Purchase Price Not Greater Than $29.50 nor Less Than $26.00 Per Share THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON MARCH 17, 2008, UNLESS THE OFFER IS EXTENDED. Coherent, Inc., a Delaware corporation (the "Company," "we," or "us"), is offering to purchase up to 7,628,000 shares of its common stock, par value $0.01 per share (the "common stock"), including the associa...

listed = True...ion by us concerning the events described above will be final and binding on all persons participating in the Offer, subject to such Offer participant's disputing such determination in a court of competent jurisdiction. 8. Price Range of the Shares The shares are traded on NASDAQ under the symbol "COHR". Prior to December 19, 2007 and on and after February 14, 2008, our shares were so traded on NASDAQ. From December 19, 2007 until February 13, 2008, our shares were quoted on the Pink Sheets under the symbol "COHR.PK". The following table sets forth, for each of the periods indicated, the high and low sales prices per share as repo...

mechanism = DUTCH...8,000 shares of our common stock, par value $0.01 per share, including the associated rights. See Section 1. 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 you to select the price (in multiples of $0.25) within a price range specified by us at which you are willing to sell your shares. The price range for the Offer is $26.00 to $29.50 per share. After the Offer expires, we will look at the prices chosen by stockholders for all of the shares properly tendered. We will...

must_tender_all = True...e may elect to accept for payment, subject to applicable law) are properly tendered at or below the purchase price and not properly withdrawn prior to the Expiration Time, we will purchase shares: •first, from all holders of "odd lots" of less than 100 shares who properly tender all of their shares at or below the purchase price we determine and do not properly withdraw them before the Expiration Time; •second, from all other stockholders who properly tender shares at or below the purchase price we determine, on a pro rata basis (except for stockholders who tendered shares conditionally for which the condition was not satisfied); a...

price = USD 26.0-29.5...ified "Dutch Auction." This procedure allows you to select the price (in multiples of $0.25) within a price range specified by us at which you are willing to sell your shares. The price range for the Offer is $26.00 to $29.50 per share. After the Offer expires, we will look at the prices chosen by stockholders for all of the shares properly tendered. We will then select the lowest purchase price (in multiples of $0.25) that will allow us to...

threshold = 100...shares were tendered at prices at or below the purchase price. Odd Lots. The term "odd lots" means all shares properly tendered prior to the Expiration Time at prices at or below the purchase price selected by us and not properly withdrawn by any person (an "Odd Lot Holder") who owned beneficially or of record a total of fewer than 100 shares and so certified 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 by the Odd Lot Holder in accordance with the procedures described in Section 3. Odd Lots will be accepted for payment before any pr...

txn_type = TENDER_OFFEREX-99.(A)(1)(A) 2 a2182768zex-99_a1a.htm EXHIBIT 99.(A)(1)(A) Use these links to rapidly review the document TABLE OF CONTENTS Exhibit (a)(1)(A) Offer to Purchase for Cash by COHERENT, INC. of Up to 7,628,000 Shares of its Common Stock (including the associated Common Share Purchase Rights issued under the First Amended and Restated Common Shares Rights Agreement) at a Purchase Price Not Greater Than $29.50 nor Less Than $26.00 Per Share THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIR...

txn_type = TENDER_OFFER...ommon share purchase rights issued under the First Amended and Restated Common Shares Rights Agreement, dated as of June 24, 1998, at a price not greater than $29.50 nor less than $26.00 per share, upon the terms and subject to the conditions set forth in the Offer to Purchase, dated February 15, 2008, previously filed as Exhibit (a)(1)(A) to the Schedule TO, and the related Letter of Transmittal, previously filed as Exhibit (a)(1)(B) to the Schedule TO. This Amendment No. 1 is filed solely to (i) change the date by which the proration calculation and payment is expected to be made after the expiration of the...