ENCORE CAPITAL GROUP INC ECPG
Odd lots go first
Read automatically from the filing
No closing date could be read from these filings. Nothing has been filed for this offer in over six months, so it is treated as closed — a tender offer cannot run that long. Check the filings below if you think otherwise.
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 (assumed) |
|---|---|
| Closing date | could not be read; last filing 2021-11-04 |
| 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 $52.00 to $60.00 per share, in steps of $0.25 |
| Most an odd-lot tender could be | $5,148.00 to $5,940.00 |
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...will I be subject to proration? If you own, beneficially or of record, fewer than 100 shares in the aggregate, you validly tender all of these shares at or below the Purchase Price prior to the Expiration Time (and do not validly withdraw such shares) and you complete the section entitled “Odd Lots” in the Letter of Transmittal and, if applicable, in the Notice of Guaranteed Delivery, and all conditions to the Offer are satisfied or waived, we will purchase all of your shares without subjecting them to proration. See Section 1. Once I have tendered shares in the Offer, can I withdraw my tender? Yes. You may withdraw your tendered shares at any time prior to the...
listed = True...ely 17.1% of our outstanding common stock as of October 28, 2021. THE OFFER IS NOT CONDITIONED UPON OBTAINING FINANCING OR ANY MINIMUM NUMBER OF SHARES BEING TENDERED. THE OFFER IS, HOWEVER, SUBJECT TO CERTAIN OTHER CONDITIONS. SEE SECTION 7. Our common stock is traded on the NASDAQ Global Select Market (“NASDAQ”) under the symbol “ECPG”. On November 3, 2021, the last full trading day prior to our commencement of the Offer, the reported closing price of our common stock on NASDAQ was $54.02 per share. You are urged to obtain current market quotations for our common stock before deciding whether, and at what price or prices, to tender you...
mechanism = DUTCH...OTHERWISE TERMINATED. Encore Capital Group, Inc., a Delaware corporation (the “Company,” “Encore,” “we,” “our” or “us”), is offering to purchase for cash shares (the “shares”) of its common stock, par value $0.01 per share (the “common stock”), pursuant to a modified “Dutch auction” whereby stockholders may tender shares: (i) at prices specified by the tendering stockholders of not less than $52.00 and not more than $60.00 per share (“Auction Tenders”), or (ii) at the Purchase Price (as defined below) determined as described herein (“Purchase Price Tenders”), in either case, net to the seller in cash, less any appl...
must_tender_all = True...w the Purchase Price and not validly withdrawn prior to the Expiration Time would result in an Aggregate Purchase Consideration of more than $300 million, we will purchase shares: • first, all shares tendered from holders of “odd lots” of less than 100 shares who validly tender all of their shares at or below the Purchase Price, and do not validly withdraw them prior to the Expiration Time, as indicated by completing the section entitled “Odd Lots” in the Letter of Transmittal, or, in the case of a book-entry transfer, an Agent’s Message and, if applicable, in the Notice of Guaranteed Delivery; • second, from all other stockholder...
price = USD 52.0-60.0...bit (a)(1)(A) Encore Capital Group, Inc. Offer to Purchase for Cash Shares of Common Stock for an Aggregate Purchase Consideration of no More Than $300 Million At a Purchase Price Not Less Than $52.00 Per Share and Not More Than $60.00 per Share THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE ONE MINUTE AFTER 11:59 P.M. (NEW YORK CITY TIME) ON DECEMBER 2, 2021, UNLESS THE OFFER IS EXTENDED (SUCH DATE AND TIME, AS IT MAY BE EXTENDED, THE...
priority = True...hase Price or pursuant to Purchase Price Tenders will receive the Purchase Price, payable in cash, without interest, but subject to applicable withholding taxes, for all shares purchased upon the terms and subject to the conditions of the Offer, including the provisions relating to “odd lot” priority, proration and conditional tender described below. Under a Purchase Price Tender, shares will be purchased, upon the terms and subject to the conditions of the Offer, at the Purchase Price. If you wish to maximize the chance that your shares will be purchased by us in the Offer, you should validly tender your shares pursuant to a Purchas...
threshold = 100...ecified number of shares, it is possible that none of those shares will be purchased. Odd Lots. The term “odd lots” means all shares validly tendered prior to the Expiration Time at prices at or below the Purchase Price and not validly withdrawn by any person who owned, beneficially or of record, a total of fewer than 100 shares and so certified in the appropriate place in the Letter of Transmittal and, if applicable, in the Notice of Guaranteed Delivery (an “Odd Lot Holder”). To qualify for this preference, an Odd Lot Holder must tender all shares owned by such Odd Lot Holder in accordance with the procedures described in Section 3. “Odd lots” will be accepted...
txn_type = TENDER_OFFEREX-99.(A)(1)(A) 2 d170725dex99a1a.htm EX-99.(A)(1)(A) EX-99.(a)(1)(A) Table of Contents Exhibit (a)(1)(A) Encore Capital Group, Inc. Offer to Purchase for Cash Shares of Common Stock for an Aggregate Purchase Consideration of no More Than $300 Million At a Purchase Price Not Less Than $52.00 Per Share and Not More Than $60.00 per Share THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE ONE MINUTE AFTER 11:59 P.M. (NEW YORK CITY TIME) ON DECEMBER 2, 2021, UNLESS THE OFFER IS...
The filings
| Filed | Form | Role | On EDGAR |
|---|---|---|---|
| 2021-11-04 | SC TO-I | original (governing) | View |