EXTREME NETWORKS INC EXTR
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 | 2008-09-12 |
| 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 $3.30 to $3.70 per share, in steps of $0.05 |
| Most an odd-lot tender could be | $326.70 to $366.30 |
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...res directly to the depositary would not only avoid the payment of brokerage commissions, but also would avoid any applicable odd lot discounts in a sale of the holder’s shares. Any odd lot holder wishing to tender all shares held pursuant to the Offer should complete the section entitled “Odd Lots” in the Letter of Transmittal and, if applicable, in the notice of guaranteed delivery. 15 Table of Contents 2. Purpose of the Offer; Certain Effects of the Offer; Other Plans or Proposals. Purpose of the Offer Our board of directors has decided to conduct a “modified Dutch auction” tender offer at a price range of $3.30 to $3.70 for the shares after reviewing a vari...
expiry = 2008-09-12...IATED PREFERRED STOCK PURCHASE RIGHTS), AT A PER SHARE PURCHASE PRICE NOT LESS THAN $3.30 PER SHARE NOR GREATER THAN $3.70 PER SHARE THE OFFER, PRORATION PERIOD AND YOUR RIGHT TO WITHDRAW YOUR SHARES WILL EXPIRE AT 5:00 P.M., NEW YORK TIME, ON SEPTEMBER 12, 2008, UNLESS THE OFFER IS EXTENDED. WE MAY EXTEND THE OFFER PERIOD AT ANY TIME. Extreme Networks, Inc. is: • Offering to purchase $100 million worth of shares of our common stock, including the associated preferred stock purchase rights, in a t...
listed = True...ations for conditional tenders described in Section 6) from all stockholders who properly tendered shares at or below the selected price, with appropriate adjustments to avoid purchases of fractional shares. Table of Contents Our common stock: • Is listed and traded on the NASDAQ Global Market (“NASDAQ”) under the symbol “EXTR,” and • Had a closing price of $3.18 per share on August 8, 2008, the last full trading day before we commenced the Offer. We urge you to obtain current market quotations for the shares. The Offer is not conditioned on any minimum number of shares being tendered. The Offer is, however, subject to other conditions...
mechanism = DUTCH...chase rights (the “Offer”) or such lesser value of shares as are properly tendered. See Section 1. What will be the purchase price? • The price range for the Offer is $3.30 to $3.70 per share. We are conducting the Offer through a procedure commonly called a “modified Dutch auction.” This procedure allows you to choose a price (in increments of $0.05 per share) within this price range at which you are willing to sell your shares. • We will look at the prices chosen by stockholders for all of the shares properly tendered. We will then select the lowest price that will enable us to buy shares with an aggregate maximu...
must_tender_all = True...shares conditionally tendered at or below the purchase price for which the condition was not initially satisfied, to the extent feasible, by random lot (to be eligible for purchase by random lot, stockholders whose shares are conditionally tendered must have tendered all of their shares). See Section 1. If I own fewer than 100 shares and I tender all of my shares, will I be subject to proration? No. If you properly tender, and do not properly withdraw, your shares according to the procedures specified for holders of “odd lots,” we will purchase all of your shares without subjecting them to the proration procedure. See S...
price = USD 3.3-3.7...cluding the associated preferred stock purchase rights (the “Offer”) or such lesser value of shares as are properly tendered. See Section 1. What will be the purchase price? • The price range for the Offer is $3.30 to $3.70 per share. We are conducting the Offer through a procedure commonly called a “modified Dutch auction.” This procedure allows you to choose a price (in increments of $0.05 per share) within this price range at which you...
threshold = 100...cable, who are listed as participants in a clearing agency’s security position listing for subsequent transmittal to beneficial owners of shares. Odd Lots. The term “odd lots” means all shares tendered at prices at or below the purchase price by a stockholder who owns beneficially or of record a total of fewer than 100 shares (such stockholder, an “odd lot holder”) and so certified in the appropriate place on the Letter of Transmittal and, if applicable, on the Notice of Guaranteed Delivery. To qualify for the priority preference for odd lots, an odd lot holder must tender all shares owned in accordance with the procedures described in Section 3, “Procedures...
txn_type = TENDER_OFFEREX-99.(A)(1)(A) 2 dex99a1a.htm OFFER TO PURCHASE DATED AUGUST 11, 2008 Offer to Purchase dated August 11, 2008 Table of Contents Exhibit (a)(1)(A) EXTREME NETWORKS, INC. OFFER TO PURCHASE FOR CASH $100 MILLION WORTH OF ITS COMMON STOCK, UP TO A MAXIMUM OF 30,303,030 SHARES (INCLUDING THE ASSOCIATED PREFERRED STOCK PURCHASE RIGHTS), AT A PER SHARE PURCHASE PRICE NOT LESS THAN $3.30 PER...
The filings
| Filed | Form | Role | On EDGAR |
|---|---|---|---|
| 2008-08-11 | SC TO-I | original (governing) | View |