GREENHILL & CO INC

election_required = True...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 and do not properly withdraw them before the Expiration Date, 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. Has Greenhill or its Board of Directors adopted a position on the Offer? Our Board of Directors has authorized us to make the Offer. However, none of Greenhill, the members of ou...

expiry = 2017-10-25...X-(a)(1)(A) Exhibit (a)(1)(A) OFFER TO PURCHASE FOR CASH BY GREENHILL & CO., INC. OF UP TO 9,000,000 SHARES OF ITS COMMON STOCK AT A PURCHASE PRICE OF $17.00 PER SHARE THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M., NEW YORK CITY TIME, ON OCTOBER 25, 2017, UNLESS THE OFFER IS EXTENDED (SUCH DATE AND TIME, AS THEY MAY BE EXTENDED, THE “EXPIRATION DATE”). Greenhill & Co., Inc. (“Greenhill,” the “Company,” “we,” “us,” or “our”) is offering to purchase for cash up to 9,000,000 shares of our Com...

expiry = 2017-10-25...tember 27, 2017 and Supplement to Offer to Purchase Dated October 10, 2017 For Cash up to 12,000,000 Shares of its Common Stock At a Purchase Price of $17.25 Per Share THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M., NEW YORK CITY TIME, ON OCTOBER 25, 2017, UNLESS THE OFFER IS EXTENDED (SUCH DATE AND TIME, AS THEY MAY BE EXTENDED, THE “EXPIRATION DATE”). THE OFFER TO PURCHASE, SUPPLEMENT TO OFFER TO PURCHASE AND THE RELATED AMENDED LETTER OF TRANSMITTAL CONTAIN IMPORTANT INFORMATION, AND YOU...

listed = True...f our outstanding Shares on a fully diluted basis. The Offer is not conditioned on any minimum number of Shares being tendered. The Offer, however, is subject to other conditions, including the Financing Condition (as defined below). See Section 7. The Shares are listed on the New York Stock Exchange (“NYSE”) and trade under the symbol “GHL.” On September 26, 2017, the last full trading day before we commenced the Offer, the closing price of the Shares on the NYSE was $16.85 per Share. On September 25, 2017, the last full trading day before we announced our intention to make the Offer, the closing price of the Shares on the NYSE was...

mechanism = FIXEDEX-99.(A)(1)(A) 2 d464150dex99a1a.htm EX-(A)(1)(A) EX-(a)(1)(A) Exhibit (a)(1)(A) OFFER TO PURCHASE FOR CASH BY GREENHILL & CO., INC. OF UP TO 9,000,000 SHARES OF ITS COMMON STOCK AT A PURCHASE PRICE OF $17.00 PER SHARE THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M., NEW YORK CITY TIME, ON OCTOBER 25, 2017, UNLESS THE OFFER IS EXTENDED (SUCH DATE AND TIME, AS THEY MAY BE EXTENDED, THE “EXPIRATION DATE”). Greenhill & Co., Inc. (“Greenhill,” the “Company,” “we,” “us,” or “our”) is offering to purchase for cash up to 9,000,000 shares of our Comm...

mechanism = FIXED...CE OF GUARANTEED DELIVERY To Tender Shares of Common Stock of Greenhill & Co., Inc. Pursuant to its Offer to Purchase Dated September 27, 2017 and Supplement to Offer to Purchase Dated October 10, 2017 For Cash up to 12,000,000 Shares of its Common Stock At a Purchase Price of $17.25 Per Share THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M., NEW YORK CITY TIME, ON OCTOBER 25, 2017, UNLESS THE OFFER IS EXTENDED (SUCH DATE AND TIME, AS THEY MAY BE EXTENDED, THE “EXPIRATION DATE”). THE OFFER TO PURCHASE, SUPPLEMENT TO OFFER TO PURCHASE AND THE RELATED AMENDED LETTER OF TRANSMITTAL CONTAIN IMPORTANT INFORMATION, AND YOU...

must_tender_all = True...ed and not properly withdrawn prior to the Expiration Date would result in the purchase of more than 9,000,000 Shares, we will purchase Shares in the following order of priority: • First, we will purchase all odd lots of less than 100 Shares from stockholders who properly tender all of their Shares and who do not properly withdraw them before the Expiration Date (tenders of less than all of the Shares owned, beneficially or of record, by such Odd Lot Holder will not qualify for this preference); • Second, after purchasing all the odd lots that were properly tendered and not properly withdrawn, we will purchase Shares from all other...

must_tender_all = True...Shares. -3- If, because of proration, the minimum number of Shares designated will not be purchased, Greenhill may accept conditional tenders by random lot, if necessary. However, to be eligible for purchase by random lot, the tendering stockholder must have tendered all of his or her Shares and checked this box: ☐ The tendered Shares represent all Shares held by the undersigned. Certificate Nos. (if available): Name(s) of Record Holder(s): (Please Type or Print) Address(es): Zip Code(s): Area Code(s) and Telephone Number(s): Signature(s): Dated: , 2017 If Shares will be tendered by book-entry transfer: Name of Tendering Ins...

price = USD 17.0....(A)(1)(A) 2 d464150dex99a1a.htm EX-(A)(1)(A) EX-(a)(1)(A) Exhibit (a)(1)(A) OFFER TO PURCHASE FOR CASH BY GREENHILL & CO., INC. OF UP TO 9,000,000 SHARES OF ITS COMMON STOCK AT A PURCHASE PRICE OF $17.00 PER SHARE THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M., NEW YORK CITY TIME, ON OCTOBER 25, 2017, UNLESS THE OFFER IS EXTENDED (SUCH DATE AND TIME, AS THEY MAY BE EXTENDED, THE “EXPIRATION DATE”). Greenhill & Co., Inc...

price = USD 17.25...nc. Pursuant to its Offer to Purchase Dated September 27, 2017 and Supplement to Offer to Purchase Dated October 10, 2017 For Cash up to 12,000,000 Shares of its Common Stock At a Purchase Price of $17.25 Per Share THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M., NEW YORK CITY TIME, ON OCTOBER 25, 2017, UNLESS THE OFFER IS EXTENDED (SUCH DATE AND TIME, AS THEY MAY BE EXTENDED, THE “EXPIRATION DATE”). THE OFFER TO PURCHAS...

priority = True...he related Letter of Transmittal (which together, as they may be amended or supplemented from time to time, constitute the “Offer”). Upon the terms and subject to the conditions of the Offer, promptly after the Expiration Date, we will pay the Purchase Price, subject to “odd lot” priority, proration and conditional tender provisions described in this Offer to Purchase, for Shares properly tendered in the Offer and not properly withdrawn, and accepted for payment, taking into account the number of Shares tendered pursuant to the Offer. However, because of the “odd lot” priority, proration and conditional tender provisions...

threshold = 100...ly tendered and not properly withdrawn prior to the Expiration Date would result in the purchase of less than 9,000,000 Shares, we will purchase Shares properly tendered, conditionally or unconditionally, and not properly withdrawn. See Sections 1 and 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 and do not properly withdraw them before the Expiration Date, and you complete the section entitled “Odd Lots” in the Letter of Transmittal and, if applicabl...

threshold = 100...Shares. Accordingly, this section is to be completed ONLY if Shares are being tendered by or on behalf of a person owning, beneficially or of record, an aggregate of fewer than 100 Shares. The undersigned either (check one box): ☐ is the beneficial or record owner of an aggregate of fewer than 100 Shares, all of which are being tendered; or ☐ is a broker, dealer, commercial bank, trust company or other nominee (the “Tendering Institution”) that (a) is tendering for the beneficial owner(s) Shares with respect to which it is the record holder, and (b) believes, based upon representations made to it by the beneficial owner(s), that each suc...

txn_type = TENDER_OFFEREX-99.(A)(1)(A) 2 d464150dex99a1a.htm EX-(A)(1)(A) EX-(a)(1)(A) Exhibit (a)(1)(A) OFFER TO PURCHASE FOR CASH BY GREENHILL & CO., INC. OF UP TO 9,000,000 SHARES OF ITS COMMON STOCK AT A PURCHASE PRICE OF $17.00 PER SHARE THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M., NEW YORK CITY TIME, ON OCTOBER 25, 2017, UNLESS THE OFFER IS EXTENDED (SUCH DATE AND TIME, AS THEY MAY BE EXTENDED, THE “EXPIRATION DATE”). Greenhill & Co., Inc...

txn_type = TENDER_OFFEREX-99.(A)(1)(I) 4 d463264dex99a1i.htm EX-(A)(1)(I) EX-(a)(1)(I) Exhibit (a)(1)(I) AMENDED NOTICE OF GUARANTEED DELIVERY To Tender Shares of Common Stock of Greenhill & Co., Inc. Pursuant to its Offer to Purchase Dated September 27, 2017 and Supplement to Offer to Purchase Dated October 10, 2017 For Cash up to 12,000,000 Shares of its Common Stock At a Purchase Price of $17.25 Per Share THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M., NEW YORK CITY TIME, ON OCTOBER 25, 2017, UNLESS THE OFFER IS EXTENDED (SUCH DATE AND TIME, AS THEY MAY...