HELEN OF TROY LTD HELE
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 | 2014-03-10 |
| 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 $66.50 per share |
| Most an odd-lot tender could be | $6,583.50 |
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...record, fewer than 100 shares of Common Stock in the aggregate, you properly tender all of those shares of Common Stock at or below the Final Purchase Price prior to the Expiration Time and they are not properly withdrawn prior to the Expiration Time and you complete the section entitled "Odd Lots" in the Letter of Transmittal and, if applicable, in the Notice of Guaranteed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. Is the Offer subject to any minimum tender or other conditions? Our obligation to purchase Common Stock properly tendered and not properly withdrawn in the Offer is not subject to any minimum t...
expiry = 2014-03-10...TO PURCHASE FOR CASH UP TO $300,000,000 OF ITS OUTSTANDING COMMON STOCK AT A PURCHASE PRICE NOT GREATER THAN $66.50 PER SHARE NOR LESS THAN $57.75 PER SHARE THE OFFER, PRORATION AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, ON MONDAY, MARCH 10, 2014, UNLESS THE OFFER IS EXTENDED OR EARLIER TERMINATED. Helen of Troy Limited, a Bermuda company (the "Company") is offering to purchase for cash, upon the terms and subject to the conditions set forth in this offer, to purchase (as the same...
listed = True...withdrawn. The Offer is not conditioned on any minimum number of shares of Common Stock being tendered or upon our obtaining any financing. The Offer is, however, subject to the conditions discussed under "The Offer—Conditions of the Offer." The Common Stock is listed on the NASDAQ Global Select Market ("NASDAQ") and trades under the symbol "HELE." Shareholders are urged to obtain current market quotations for the shares. See "Market and Recent Prices for the Common Stock". Neither the Securities and Exchange Commission (the "SEC") nor any state securities commission has approved or disapproved of this transaction or passed upon the mer...
mechanism = DUTCH...us factors and information before approving the Offer, including, without limitation, other possible methods of repurchasing Common Stock, including in the open market or through a fixed price tender offer for the shares, recent trends in the market regarding modified "Dutch auction" tender offers, trends in the equity market generally, shareholder input, and historical trading performance of our Common Stock, of the stock of comparable public companies and of related market indices. We believe that the modified "Dutch auction" tender offer set forth in this Offer to Purchase represents an efficient mechanism to pro...
must_tender_all = True...ly satisfied) at or below the Final Purchase Price and not properly withdrawn, by random lot, to the extent feasible. To be eligible for their shares of Common Stock to be purchased by random lot, shareholders whose shares are conditionally tendered must have tendered all of their shares of Common Stock. Because of the "odd lot" priority, proration and conditional tender provisions described above, it is possible that we will not purchase all of the shares of Common Stock that you tender even if you tender them at or below the Final Purchase Price. See "The Offer—Common Stock; price." If I own fewer than 100 shares and I...
price = USD 66.5..."The Offer—Common Stock; price." Only shares properly tendered at prices at or below the Final Purchase Price, and not properly withdrawn, will be purchased. •At the maximum Final Purchase Price of $66.50 per share, we could purchase 4,511,278 shares of Common Stock if the Offer is fully subscribed, which would represent approximately 14.06% of the issued and outstanding shares of Common Stock as of February 5, 2014. •At the minim...
threshold = 100...red at or below the Final Purchase Price and not properly withdrawn prior to the Expiration Time, we will purchase shares of Common Stock on the following basis: •first, we will purchase all shares properly tendered at or below the Final Purchase Price by all odd lot holder (holders of "odd lots" of fewer than 100 shares); •second, we will purchase all other shares of Common Stock properly tendered at or below the Final Purchase Price on a pro rata basis (excluding shares subject to conditional tenders for which the condition was not initially satisfied) with appropriate adjustment to avoid purchases of fractional shares; and •third, only if necessary to...
txn_type = TENDER_OFFEREX-99.(A)(1)(A) 2 a2218200zex-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 UP TO $300,000,000 OF ITS OUTSTANDING COMMON STOCK AT A PURCHASE PRICE NOT GREATER THAN $66.50 PER SHARE NOR LESS THAN $57.75 PER SHARE THE OFFER, PRORATION AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, ON MONDAY, MARCH 10, 2014, UNLESS THE OFFER IS EXTENDED OR EARLIER TERMINATED. Helen of Troy Limited...
The filings
| Filed | Form | Role | On EDGAR |
|---|---|---|---|
| 2014-02-10 | SC TO-I | original (governing) | View |