Odd Lot Index

First Financial Northwest, Inc. FFNW

No odd-lot preference

Unclear — read the filing yourself
This offer mentions odd lots only to say they get no special treatment. Odd-lot tenders are prorated like everyone else's.
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 date2016-08-09
How it is pricedDutch auction
Odd-lot thresholdFewer than 100 shares
Must tender everything you holdYes
Must tick the odd-lot box on the formYes
Price offeredUSD $13.00 to $14.00 per share, in steps of $0.10
Most an odd-lot tender could be$1,287.00 to $1,386.00

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...ll 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 Date (and do not properly 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 tender offer are satisfied or waived, we will purchase all of your shares without subjecting them to proration. See Section 1. How do I withdraw shares I previously tendered? You must deliver on a timely basis a written notice of your withdrawal to the De...
expiry = 2016-08-09...C. Of up to $40,000,000 in value of shares of its Common Stock At a Purchase Price Not Less Than $13.00 and Not More Than $14.00 Per Share THE TENDER OFFER, THE PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, ON AUGUST 9, 2016, UNLESS THE TENDER OFFER IS EXTENDED OR WITHDRAWN (SUCH DATE AND TIME, AS THEY MAY BE EXTENDED, THE "EXPIRATION DATE"). First Financial Northwest, Inc., a Washington corporation ("First Financial," the "Company," "we," "us," or "our"), her...
listed = True...gal and regulatory requirements. See Section 1. THE TENDER OFFER IS NOT CONDITIONED ON THE RECEIPT OF FINANCING OR 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 Stock Market LLC’s Global Select Market ("NASDAQ") under the trading symbol "FFNW." On July 11, 2016, the last reported sale price of the shares on NASDAQ was $13.50 per share. You are urged to obtain current market quotations for the shares. See Section 8. Neither the Securities and Exchange Commission (the "Commission") nor any state securities commission has approved or disapproved...
mechanism = DUTCH...you will find a more complete discussion. Who is offering to purchase my shares? We (First Financial Northwest, Inc.) are offering to purchase your shares. See Section 1. What will be the Purchase Price for the shares? We are conducting an offer by means of a modified "Dutch auction." We are offering to purchase for cash shares having an aggregate Purchase Price of no more than $40.0 million, upon the terms and subject to the conditions of the tender offer, at prices specified by the tendering shareholders (in increments of $0.10) of not less than $13.00 and not more than $14.00 per share, less any applicable withho...
must_tender_all = True...at the maximum price at which such shares were properly tendered, have been properly tendered and not properly withdrawn prior to the Expiration Date, we will purchase shares: · first, from all shareholders of "odd lots" (persons who own less than 100 shares) who properly tender all of their shares at or below the Purchase Price and do not properly withdraw them before the Expiration Date of the tender offer; · second, subject to the conditional tender provisions described in Section 6, on a pro rata basis from all other shareholders who properly tender shares at or below the Purchase Price and do not properly withdraw them before...
no_priority = True...APPLICABLE FORM W-8 MAY BE SUBJECT TO U.S. FEDERAL INCOME TAX BACKUP WITHHOLDING ON THE GROSS PROCEEDS PAID TO THE SHAREHOLDER OR OTHER PAYEE PURSUANT TO THE TENDER OFFER. SEE SECTION 3. 6. Conditional Tender of Shares. Subject to the exception for holders of odd lots, in the event of an oversubscription of the tender offer, shares tendered prior to the Expiration Date will be subject to proration. See Section 1. As discussed in Section 13, the number of shares to be purchased from a particular shareholder may affect the U.S. federal income tax treatment of the purchase to the shareholder and the shareholder's decision whether to tender. Accordingly, a shareholder may tender shares subject to the condition that a specified minimum...
price = USD 13.0-14.0...TO exhibittoa1a.htm Exhibit (a)(1)(A) OFFER TO PURCHASE FOR CASH BY FIRST FINANCIAL NORTHWEST, INC. Of up to $40,000,000 in value of shares of its Common Stock At a Purchase Price Not Less Than $13.00 and Not More Than $14.00 Per Share THE TENDER OFFER, THE PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, ON AUGUST 9, 2016, UNLESS THE TENDER OFFER IS EXTENDED OR WITHDRAWN (SUCH DATE AND TIME, AS THEY...
priority_conflicting = True...Purchase Price in excess of $40.0 million, measured at the maximum price at which such shares were properly tendered, have been properly tendered and not properly withdrawn prior to the Expiration Date, we will buy shares in the following order of priority: · first, from all holders of "odd lots" (holders of fewer than 100 shares) who properly tender all their shares at or below the Purchase Price and do not properly withdraw them before the Expiration Date; · second, on a pro rata basis from all other shareholders who properly tender shares at or below the Purchase Price, other than shareholders who tender conditionally and whose conditions are not satisf...
threshold = 100...$40.0 million, measured at the maximum price at which such shares were properly tendered, have been properly tendered and not properly withdrawn prior to the Expiration Date, we will buy shares in the following order of priority: · first, from all holders of "odd lots" (holders of fewer than 100 shares) who properly tender all their shares at or below the Purchase Price and do not properly withdraw them before the Expiration Date; · second, on a pro rata basis from all other shareholders who properly tender shares at or below the Purchase Price, other than shareholders who tender conditionally and whose conditions are not satisfied; an...
txn_type = TENDER_OFFEREX-99.(A)(1)(A) 2 exhibittoa1a.htm EXHIBIT 99.(A)(1)(A) TO SCHEDULE TO exhibittoa1a.htm Exhibit (a)(1)(A) OFFER TO PURCHASE FOR CASH BY FIRST FINANCIAL NORTHWEST, INC. Of up to $40,000,000 in value of shares of its Common Stock At a Purchase Price Not Less Than $13.00 and Not More Than $14.00 Per Share THE TENDER OFFER, THE PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, ON AUGUST 9, 2016, UNLESS THE TENDER OFFER IS E...

The filings

FiledFormRoleOn EDGAR
2016-07-13SC TO-Ioriginal (governing)View