FRANKLIN COVEY CO FC

election_required = True...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 selected by us, you do not properly withdraw such shares before the Offer expires and you complete the section entitled "Odd Lots" in the Letter of Transmittal, and, if applicable, in the Notice of Guaranteed 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 11:59 p.m., New York City time, on Janu...

expiry = 2016-01-12...KLIN COVEY CO. OF UP TO $35,000,000 IN VALUE OF SHARES OF ITS COMMON STOCK AT A PURCHASE PRICE NOT GREATER THAN $17.75 NOR LESS THAN $15.50 PER SHARE THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M., NEW YORK CITY TIME, ON JANUARY 12, 2016, UNLESS THE OFFER IS EXTENDED. Franklin Covey Co., a Utah corporation (the "Company," "Franklin Covey," "our," "we," or "us"), is offering to purchase for cash up to $35,000,000 in value of shares ("shares") of our common stock, $0.05 par...

listed = True...ng shareholders at our expense promptly after the expiration of the Offer. See Section 5. The Offer is not conditioned on any minimum number of shares being tendered. The Offer is, however, subject to other conditions. See Section 7. The shares are listed and traded on the New York Stock Exchange (the "NYSE") under the ticker symbol "FC." On December 7, 2015, the last full trading day before the announcement of the Offer, the last reported sale price of our common stock on the NYSE was $14.55 per share. Shareholders are urged to obtain current market quotations for the shares. See Section 8. Our Board of Directors has approved our making th...

mechanism = DUTCH...d of approximately $22 million, and there was $30 million available under the Revolving Line. See Section 9. 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 tender offer. This procedure allows you to select the price (in increments 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 $15.50 to $17.75 per share. The purchase price will be the lowest price at which, based on the number of shares tendered and the prices sp...

mechanism = DUTCH...4) 2 a16-2030_1ex99da54.htm EX-99.(A)(5)(4) Exhibit (a)(5)(4) Franklin Covey Co. Announces Final Results of Dutch Auction Tender Offer SALT LAKE CITY, January 15, 2016—Franklin Covey Co. (NYSE: FC) today announced the final results of its previously announced modified Dutch Auction tender offer, which expired at 11:59 p.m. New York City time, on Tuesday, January 12, 2016. Based on the final tabulation by Zions Bank, the depositary for the tender offer, a total of 2,257,912 shares were validly tendered (including by guaranteed delivery procedures) and not withdrawn at a final purchase price of $17.75 per share, for...

must_tender_all = True...e price we determine, shares having an aggregate value in excess of $35,000,000 are properly tendered at or below the purchase price and not properly withdrawn, we will purchase shares as follows: •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 selected by us; •second, from all other shareholders who properly tender shares at or below the purchase price selected by us, on a pro rata basis (except for shareholders who tendered shares conditionally for which the condition was not satisfied); and •third, only if necessary to permit us to purchase $35...

price = USD 15.5-17.75...Auction tender offer. This procedure allows you to select the price (in increments 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 $15.50 to $17.75 per share. The purchase price will be the lowest price at which, based on the number of shares tendered and the prices specified by the tendering shareholders, we can purchase $35,000,000 in value of shares, or such les...

price = USD 17.75...on by Zions Bank, the depositary for the tender offer, a total of 2,257,912 shares were validly tendered (including by guaranteed delivery procedures) and not withdrawn at a final purchase price of $17.75 per share, for a total cost of approximately $35.0 million (excluding fees and expenses relating to the tender offer). As a result, the depositary has informed the Company that, after giving effect to the priority for “odd lots”...

threshold = 100...proration and conditional tender provisions described above, we may not purchase all of the shares that you tender even if you tender them at or below the purchase price. See Section 1 and, for additional information on conditional purchases, Section 6. If I own fewer than 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 selected by us, you do not properly withdraw such shares before the Offer expires and you complete the section entitled "Odd Lot...

txn_type = TENDER_OFFEREX-99.(A)(1)(A) 2 a2226834zex-99_a1a.htm EX-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 FRANKLIN COVEY CO. OF UP TO $35,000,000 IN VALUE OF SHARES OF ITS COMMON STOCK AT A PURCHASE PRICE NOT GREATER THAN $17.75 NOR LESS THAN $15.50 PER SHARE THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M., NEW YORK CITY TIME, ON JANUARY 12, 2016, UNLESS THE OFFER IS EXTENDED. Franklin Covey Co., a Uta...

txn_type = TENDER_OFFER...stock, $0.05 par value per share, at a price not greater than $17.75 per share nor less than $15.50 per share, net to the seller in cash, less any applicable withholding taxes and without interest, upon the terms and subject to the conditions set forth in the Offer to Purchase, dated December 14, 2015, and the related Letter of Transmittal (which together, as they may be amended and supplemented from time to time, constitute the “Offer”). All information in the Offer, including all exhibits thereto, as filed previously with the Schedule TO, is hereby expressly incorporated by reference into this Amendment No....

txn_type = TENDER_OFFEREX-99.(A)(5)(4) 2 a16-2030_1ex99da54.htm EX-99.(A)(5)(4) Exhibit (a)(5)(4) Franklin Covey Co. Announces Final Results of Dutch Auction Tender Offer SALT LAKE CITY, January 15, 2016—Franklin Covey Co. (NYSE: FC) today announced the final results of its previously announced modified Dutch Auction tender offer, which expired at 11:59 p.m. New York City time, on Tuesday, January 12, 2016. Based on the final tabulation by Zions Bank, the depositary for the tender offer, a total of 2,257,...