illumin Holdings Inc. ILLMF
Odd lots go first
Read automatically from the filing
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 | 2023-08-30 |
| How it is priced | Dutch auction |
| Odd-lot threshold | Fewer than 100 shares |
| Must tender everything you hold | Not stated |
| Must tick the odd-lot box on the form | Not stated |
| Price offered | USD $2.53 to $2.65 per share, in steps of $0.01 |
| Most an odd-lot tender could be | $250.47 to $262.35 |
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.
expiry = 2023-08-30...Bid Circular (the “Circular”) and the related Letter of Transmittal and Notice of Guaranteed Delivery (which together constitute the “Offer”). The Offer will commence on the date set forth below and expire at 5:00 p.m. (Eastern time) on August 30, 2023, unless withdrawn, extended or varied by illumin (such time and such date, the “Expiration Time” and the “Expiration Date”, respectively). Beneficial owners should be aware that their broker, dealer, commercial bank, trust company or other...
expiry = 2023-08-30...Bid Circular (the “Circular”) and the related Letter of Transmittal and Notice of Guaranteed Delivery (which together constitute the “Offer”). The Offer will commence on the date set forth below and expire at 5:00 p.m. (Eastern time) on August 30, 2023, unless withdrawn, extended or varied by illumin (such time and such date, the “Expiration Time” and the “Expiration Date”, respectively). Beneficial owners should be aware that their broker, dealer, commercial bank, trust company or other...
listed = True...in Canada, Canaccord Genuity is not independent of the Corporation for purposes of MI 61-101. 3.3 Additional Securities Law Considerations The Corporation is a reporting issuer (or the equivalent thereof) in all provinces and territories of Canada, and Shares are listed on the TSX and Nasdaq. The Corporation believes that the purchase of Shares pursuant to the Offer will not result in: (i) illumin ceasing to be a reporting issuer in any province or territory of Canada or (ii) Shares being delisted from the TSX or Nasdaq. Shares are also registered under Section 12(b) of the Exchange Act. The Corporation believes t...
listed = True...in Canada, Canaccord Genuity is not independent of the Corporation for purposes of MI 61-101. 3.3 Additional Securities Law Considerations The Corporation is a reporting issuer (or the equivalent thereof) in all provinces and territories of Canada, and Shares are listed on the TSX and Nasdaq. The Corporation believes that the purchase of Shares pursuant to the Offer will not result in: (i) illumin ceasing to be a reporting issuer in any province or territory of Canada or (ii) Shares being delisted from the TSX or Nasdaq. Shares are also registered under Section 12(b) of the Exchange Act. The Corporation believes t...
mechanism = DUTCH...remium well in advance of such delisting from Nasdaq. See “Issuer Bid Circular – Purpose and Effect of the Offer”. What will the Purchase Price for Shares be and what will be the form of payment? We are conducting the Offer through a procedure commonly called a “Dutch auction”. This procedure allows Shareholders to select the price within a price range specified by illumin at which Shareholders are willing to sell their Shares. The price range for the Offer is $2.53 to $2.65 per Share. We will select the lowest Purchase Price that will allow us to purchase the maximum number of Shares properly tendered and no...
mechanism = DUTCH...remium well in advance of such delisting from Nasdaq. See “Issuer Bid Circular – Purpose and Effect of the Offer”. What will the Purchase Price for Shares be and what will be the form of payment? We are conducting the Offer through a procedure commonly called a “Dutch auction”. This procedure allows Shareholders to select the price within a price range specified by illumin at which Shareholders are willing to sell their Shares. The price range for the Offer is $2.53 to $2.65 per Share. We will select the lowest Purchase Price that will allow us to purchase the maximum number of Shares properly tendered and no...
price = USD 2.53-2.65...ument. Any representation to the contrary is an offence. July 27, 2023 OFFER TO PURCHASE FOR NOT MORE THAN $40,000,000 UP TO 15,810,276 OF ITS COMMON SHARES AT A PURCHASE PRICE OF NOT LESS THAN $2.53 AND NOT MORE THAN $2.65 PER COMMON SHARE illumin Holdings Inc. (“illumin”, the “Corporation”, “we” or “us”) invites its shareholders (“Shareholders”) to tender, for purchase and cancellation by the Corporation, common shares of the Corporation...
price = USD 2.53-2.65...ument. Any representation to the contrary is an offence. July 27, 2023 OFFER TO PURCHASE FOR NOT MORE THAN $40,000,000 UP TO 15,810,276 OF ITS COMMON SHARES AT A PURCHASE PRICE OF NOT LESS THAN $2.53 AND NOT MORE THAN $2.65 PER COMMON SHARE illumin Holdings Inc. (“illumin”, the “Corporation”, “we” or “us”) invites its shareholders (“Shareholders”) to tender, for purchase and cancellation by the Corporation, common shares of the Corporation...
priority = True...including the market price of Shares, the Corporation’s business and financial position, the results of the Offer and general economic and market conditions. Shareholders who do not tender their Shares to the Offer or whose Shares are not accepted due to the preferential acceptance of odd lots or proration should be aware that while remaining Shareholders will have a proportionately increased equity interest in the Corporation, the amounts available for future returns of capital to Shareholders, if any, on a per Share basis may be less than the Purchase Price under the Offer. 3.2 Liquidity of Market As at July 25, 2023, there...
priority = True...including the market price of Shares, the Corporation’s business and financial position, the results of the Offer and general economic and market conditions. Shareholders who do not tender their Shares to the Offer or whose Shares are not accepted due to the preferential acceptance of odd lots or proration should be aware that while remaining Shareholders will have a proportionately increased equity interest in the Corporation, the amounts available for future returns of capital to Shareholders, if any, on a per Share basis may be less than the Purchase Price under the Offer. 3.2 Liquidity of Market As at July 25, 2023, there...
threshold = 100...to be tendered) by the Successful Shareholders (with adjustments to avoid the purchase of fractional Shares), except that “Odd Lot” tenders will not be subject to pro-ration. See “Offer to Purchase – Number of Shares and Pro-Ration”. What do I do if I own an “Odd Lot” of Shares? If you beneficially own fewer than 100 Shares as of the Expiration Date and you tender all such Shares, we will accept for purchase, without pro-ration but otherwise subject to the terms and conditions of the Offer, all of your Shares tendered pursuant to an Auction Tender at or below the Purchase Price or pursuant to a Purchase Price Tender. You should check the appropriate place i...
threshold = 100...to be tendered) by the Successful Shareholders (with adjustments to avoid the purchase of fractional Shares), except that “Odd Lot” tenders will not be subject to pro-ration. See “Offer to Purchase – Number of Shares and Pro-Ration”. What do I do if I own an “Odd Lot” of Shares? If you beneficially own fewer than 100 Shares as of the Expiration Date and you tender all such Shares, we will accept for purchase, without pro-ration but otherwise subject to the terms and conditions of the Offer, all of your Shares tendered pursuant to an Auction Tender at or below the Purchase Price or pursuant to a Purchase Price Tender. You should check the appropriate place i...
txn_type = TENDER_OFFER...any securities regulatory authority nor has any securities regulatory authority passed upon the fairness or merits of the Offer or upon the adequacy of the information contained in this document. Any representation to the contrary is an offence. July 27, 2023 OFFER TO PURCHASE FOR NOT MORE THAN $40,000,000 UP TO 15,810,276 OF ITS COMMON SHARES AT A PURCHASE PRICE OF NOT LESS THAN $2.53 AND NOT MORE THAN $2.65 PER COMMON SHARE illumin Holdings Inc. (“illumin”, the “Corporation”, “we” or “us”) invites its shareholders (“Shareholders”) to tender, for purchase and cancellation by the Corporation, common shares of...
txn_type = TENDER_OFFER...any securities regulatory authority nor has any securities regulatory authority passed upon the fairness or merits of the Offer or upon the adequacy of the information contained in this document. Any representation to the contrary is an offence. July 27, 2023 OFFER TO PURCHASE FOR NOT MORE THAN $40,000,000 UP TO 15,810,276 OF ITS COMMON SHARES AT A PURCHASE PRICE OF NOT LESS THAN $2.53 AND NOT MORE THAN $2.65 PER COMMON SHARE illumin Holdings Inc. (“illumin”, the “Corporation”, “we” or “us”) invites its shareholders (“Shareholders”) to tender, for purchase and cancellation by the Corporation, common shares of...
The filings
| Filed | Form | Role | On EDGAR |
|---|---|---|---|
| 2023-07-27 | SC TO-I | original (governing) | View |
| 2023-08-09 | SC TO-I/A | amendment | View |