MAGNA INTERNATIONAL INC MGA
Odd lots go first
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 | 2007-09-20 |
| How it is priced | Dutch auction |
| Odd-lot threshold | — |
| Must tender everything you hold | Not stated |
| Must tick the odd-lot box on the form | Not stated |
| Price offered | USD $76.50 to $91.50 per share, in steps of $0.10 |
| Most an odd-lot tender could be | $7,573.50 to $9,058.50 |
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.
expiry = 2007-09-20...r or a Purchase Price Tender, or who specify that they are making an Auction Tender but fail to specify a price for such Auction Tender, will be deemed to have made a Purchase Price Tender. The Offer expires at 5:00 p.m. (Toronto time) (the "Expiration Time") on September 20, 2007, unless extended (the "Expiration Date"). Magna reserves the right to withdraw the Offer and not take up and pay for any Class A Subordinate Voting Shares deposited under the Offer unless the conditions described in Section 5 of the Offer...
expiry = 2007-09-20...r or a Purchase Price Tender, or who specify that they are making an Auction Tender but fail to specify a price for such Auction Tender, will be deemed to have made a Purchase Price Tender. The Offer expires at 5:00 p.m. (Toronto time) (the "Expiration Time") on September 20, 2007, unless extended (the "Expiration Date"). Magna reserves the right to withdraw the Offer and not take up and pay for any Class A Subordinate Voting Shares deposited under the Offer unless the conditions described in Section 5 of the Offer...
expiry = 2007-09-20...aranteed Delivery and this Notice of Variation mean the Offer as amended or supplemented by this Notice of Variation. The Expiration Date of the Offer remains unchanged with the result that the Offer will expire at 5:00 p.m. (Toronto time) on September 20, 2007, or at such later time and date to which the Offer may be extended. Holders of Class A Subordinate Voting Shares ("Class A Shareholders") who wish to accept the Offer must properly complete and duly execute the Letter of Transmittal (print...
listed = True...Regulation Q-27; (b)the number of Class A Subordinate Voting Shares to be acquired under the Offer in relation to the public float, the trading volumes of and the number of trades in the Class A Subordinate Voting Shares on the TSX and the NYSE, the value of trades on the TSX and the NYSE and the market value of the Class A Subordinate Voting Shares in the 12 months preceding the announcement of the pricing of the Offer; and (c)the effect that the purchase of up to 20,000,000 Class A Subordinate Voting Shares by Magna would have on the aggregate shareholdings of related parties of Magna. The Board of Directors has determi...
listed = True...Regulation Q-27; (b)the number of Class A Subordinate Voting Shares to be acquired under the Offer in relation to the public float, the trading volumes of and the number of trades in the Class A Subordinate Voting Shares on the TSX and the NYSE, the value of trades on the TSX and the NYSE and the market value of the Class A Subordinate Voting Shares in the 12 months preceding the announcement of the pricing of the Offer; and (c)the effect that the purchase of up to 20,000,000 Class A Subordinate Voting Shares by Magna would have on the aggregate shareholdings of related parties of Magna. The Board of Directors has determi...
mechanism = DUTCH...dinate Voting Shares. WHAT WILL THE PURCHASE PRICE FOR THE CLASS A SUBORDINATE VOTING SHARES BE? The price range for the Offer is $76.50 to $91.50 per Class A Subordinate Voting Share. We are conducting the Offer through a procedure commonly referred to as a "modified Dutch auction". This procedure allows you to choose a price (in increments of $0.10 per share) within this price range at which you are willing to sell your Class A Subordinate Voting Shares. We will look at the prices chosen by Class A Shareholders for all the Class A Subordinate Voting Shares validly deposited. We will then select a single price whi...
mechanism = DUTCH...dinate Voting Shares. WHAT WILL THE PURCHASE PRICE FOR THE CLASS A SUBORDINATE VOTING SHARES BE? The price range for the Offer is $76.50 to $91.50 per Class A Subordinate Voting Share. We are conducting the Offer through a procedure commonly referred to as a "modified Dutch auction". This procedure allows you to choose a price (in increments of $0.10 per share) within this price range at which you are willing to sell your Class A Subordinate Voting Shares. We will look at the prices chosen by Class A Shareholders for all the Class A Subordinate Voting Shares validly deposited. We will then select a single price whi...
mechanism = FIXED...as follows: We are offering to purchase for cash up to $1,536,600,000 in value of Class A Subordinate Voting Shares. We will determine the exact number of Class A Subordinate Voting Shares to be purchased only after the expiration of the Offer. At the maximum purchase price of $91.50 per share, we could purchase 16,793,442 Class A Subordinate Voting Shares, which would represent approximately 15% of our issued and outstanding Class A Subordinate Voting Shares as of August 10, 2007. At the minimum purchase price of $76.50 per share, we could purchase 20,086,274 Class A Subordinate Voting Shares, which would represent approximat...
price = USD 76.5-91.5...ction Tender" means a deposit of Class A Subordinate Voting Shares made by a Class A Shareholder pursuant to the Offer where such Class A Shareholder specifies a deposit price (of not less than $76.50 and not more than $91.50 per Class A Subordinate Voting Share, in increments of $0.10 per Class A Subordinate Voting Share) at which such Class A Shareholder is willing to have all such Deposited Shares purchased by the Corporation; "Board of D...
price = USD 76.5-91.5...ction Tender" means a deposit of Class A Subordinate Voting Shares made by a Class A Shareholder pursuant to the Offer where such Class A Shareholder specifies a deposit price (of not less than $76.50 and not more than $91.50 per Class A Subordinate Voting Share, in increments of $0.10 per Class A Subordinate Voting Share) at which such Class A Shareholder is willing to have all such Deposited Shares purchased by the Corporation; "Board of D...
price = USD 76.5-91.5...xceeding $1,536,600,000 into an offer to purchase for cash up to $1,536,600,000 in value of Magna's Class A Subordinate Voting Shares, pursuant to (i) Auction Tenders at prices of not less than $76.50 and not more than $91.50 per Class A Subordinate Voting Share, in increments of $0.10 per Class A Subordinate Voting Share, as specified by such Class A Shareholders, or (ii) Purchase Price Tenders, in either case, upon the terms and subject to...
priority = True...Shares pursuant to Purchase Price Tenders can reasonably expect to have such Class A Subordinate Voting Shares purchased at the Purchase Price if any Class A Subordinate Voting Shares are purchased under the Offer (subject to the pro ration provisions and the preferential acceptance of Odd Lots described herein). If more Class A Subordinate Voting Shares are validly deposited for purchase at the Purchase Price than can be purchased for U.S.$1,536,600,000 or if more than 20,000,000 Class A Subordinate Voting Shares are validly deposited pursuant to the Offer, the deposited Class A Subordinate Voting Shares will be purchased on a...
priority = True...Shares pursuant to Purchase Price Tenders can reasonably expect to have such Class A Subordinate Voting Shares purchased at the Purchase Price if any Class A Subordinate Voting Shares are purchased under the Offer (subject to the pro ration provisions and the preferential acceptance of Odd Lots described herein). If more Class A Subordinate Voting Shares are validly deposited for purchase at the Purchase Price than can be purchased for U.S.$1,536,600,000 or if more than 20,000,000 Class A Subordinate Voting Shares are validly deposited pursuant to the Offer, the deposited Class A Subordinate Voting Shares will be purchased on a...
txn_type = TENDER_OFFER...cceptance of the Offer would not be in compliance with the laws of such jurisdiction. However, Magna may, in its sole discretion, take such action as it may deem necessary to extend the Offer to such shareholders in such jurisdiction. MAGNA INTERNATIONAL INC. OFFER TO PURCHASE UP TO 20,000,000 OF ITS CLASS A SUBORDINATE VOTING SHARES, FOR NOT MORE THAN U.S.$1,536,600,000 IN CASH, AT A PURCHASE PRICE OF NOT LESS THAN U.S.$76.50 AND NOT MORE THAN U.S.$91.50 PER CLASS A SUBORDINATE VOTING SHARE Magna International Inc. ("Magna" or the "Corporation") hereby offers (the "Offer") to purchase from holders ("Class A S...
txn_type = TENDER_OFFER...cceptance of the Offer would not be in compliance with the laws of such jurisdiction. However, Magna may, in its sole discretion, take such action as it may deem necessary to extend the Offer to such shareholders in such jurisdiction. MAGNA INTERNATIONAL INC. OFFER TO PURCHASE UP TO 20,000,000 OF ITS CLASS A SUBORDINATE VOTING SHARES, FOR NOT MORE THAN U.S.$1,536,600,000 IN CASH, AT A PURCHASE PRICE OF NOT LESS THAN U.S.$76.50 AND NOT MORE THAN U.S.$91.50 PER CLASS A SUBORDINATE VOTING SHARE Magna International Inc. ("Magna" or the "Corporation") hereby offers (the "Offer") to purchase from holders ("Class A S...
txn_type = TENDER_OFFER...laws of such jurisdiction. However, Magna may, in its sole discretion, take such action as it may deem necessary to extend the Offer to such shareholders in such jurisdiction. September 6, 2007 NOTICE OF VARIATION by MAGNA INTERNATIONAL INC. IN RESPECT OF ITS OFFER TO PURCHASE FOR CASH UP TO U.S.$1,536,600,000 IN VALUE OF ITS CLASS A SUBORDINATE VOTING SHARES AT A PURCHASE PRICE OF NOT LESS THAN U.S.$76.50 AND NOT MORE THAN U.S.$91.50 PER CLASS A SUBORDINATE VOTING SHARE Magna International Inc. ("Magna") hereby gives notice that it is has amended its offer, dated August 13, 2007, from an offer to purchase up...
The filings
| Filed | Form | Role | On EDGAR |
|---|---|---|---|
| 2007-08-14 | SC TO-I | original (governing) | View |
| 2007-08-15 | SC TO-I/A | amendment | View |
| 2007-09-06 | SC TO-I/A | amendment | View |