MARCHEX INC MCHX
Terms unclear
Unclear — read the filing yourself
one transaction filed under more than one form on the same day (SC TO-I, SC TO-T)
| Status | Closed |
|---|---|
| Closing date | 2020-10-07 |
| How it is priced | — |
| Odd-lot threshold | — |
| Must tender everything you hold | Not stated |
| Must tick the odd-lot box on the form | Not stated |
| Price offered | USD $2.15 per share |
| Most an odd-lot tender could be | $212.85 |
How it finished
| Shares tendered | 10,000,000 |
|---|
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 = 2020-10-07...y Marchex, Inc. and Edenbrook Capital, LLC of Up to 10,000,000 shares of Class B common stock of Marchex, Inc. at a Purchase Price of $2.15 per share THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M., NEW YORK CITY TIME, ON OCTOBER 7, 2020 UNLESS THE OFFER IS EXTENDED (SUCH DATE AND TIME, AS THEY MAY BE EXTENDED, THE “EXPIRATION TIME”). On August 31, 2020, Marchex, Inc., a Delaware corporation (the “Company”), Edenbrook Long Only Value Fund, LP, a Delaware limited partnershi...
expiry = 2020-10-07...y Marchex, Inc. and Edenbrook Capital, LLC of Up to 10,000,000 shares of Class B common stock of Marchex, Inc. at a Purchase Price of $2.15 per share THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M., NEW YORK CITY TIME, ON OCTOBER 7, 2020 UNLESS THE OFFER IS EXTENDED (SUCH DATE AND TIME, AS THEY MAY BE EXTENDED, THE “EXPIRATION TIME”). On August 31, 2020, Marchex, Inc., a Delaware corporation (the “Company”), Edenbrook Long Only Value Fund, LP, a Delaware limited partnershi...
listed = True...on. The address of the Company’s principal executive offices is 520 Pike Street, Suite 2000, Seattle, Washington 98101, and its telephone number is (206) 331-3300. (b) As of August 10, 2020, the Company had 39,896,634 outstanding shares of common stock, which are quoted on the NASDAQ Global Select Market (“NASDAQ”) under the symbol “MCHX.” The information set forth in the “Summary Term Sheet” is incorporated herein by reference. (c) The information set forth in the “Summary Term Sheet” and Section 8—“Price Range of the Shares; Dividends” of the Offer to Purchase is incorporated herein by reference. Item 3. Identity and Background of Filin...
listed = True...on. The address of the Company’s principal executive offices is 520 Pike Street, Suite 2000, Seattle, Washington 98101, and its telephone number is (206) 331-3300. (b) As of August 10, 2020, the Company had 39,896,634 outstanding shares of common stock, which are quoted on the NASDAQ Global Select Market (“NASDAQ”) under the symbol “MCHX.” The information set forth in the “Summary Term Sheet” is incorporated herein by reference. (c) The information set forth in the “Summary Term Sheet” and Section 8—“Price Range of the Shares; Dividends” of the Offer to Purchase is incorporated herein by reference. Item 3. Identity and Background of Filin...
listed = True...s not conditioned upon the receipt of financing. The Offer is, however, subject to certain other conditions, including the Minimum Condition. See Section 7. As of August 10, 2020, there were 39,896,634 shares of common stock issued and outstanding. The shares are quoted on the NASDAQ Global Select Market (“NASDAQ”) under the symbol “MCHX.” On August 7, 2020, the last full trading day completed prior to the day that the Board of Directors of the Company (the “Board”), and Edenbrook reached their original consensus regarding the basic economic terms and timeline for the Offer, the reported closing price of the shares on the NASDAQ was $1.73...
listed = True...s not conditioned upon the receipt of financing. The Offer is, however, subject to certain other conditions, including the Minimum Condition. See Section 7. As of August 10, 2020, there were 39,896,634 shares of common stock issued and outstanding. The shares are quoted on the NASDAQ Global Select Market (“NASDAQ”) under the symbol “MCHX.” On August 7, 2020, the last full trading day completed prior to the day that the Board of Directors of the Company (the “Board”), and Edenbrook reached their original consensus regarding the basic economic terms and timeline for the Offer, the reported closing price of the shares on the NASDAQ was $1.73...
mechanism = FIXEDEX-99.(A)(1)(A) 2 d63792dex99a1a.htm EX-99.(A)(1)(A) EX-99.(a)(1)(A) Exhibit (a)(1)(A) Amended and Restated Offer to Purchase for Cash by Marchex, Inc. and Edenbrook Capital, LLC of Up to 10,000,000 shares of Class B common stock of Marchex, Inc. at a Purchase Price of $2.15 per share THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M., NEW YORK CITY TIME, ON OCTOBER 7, 2020 UNLESS THE OFFER IS EXTENDED (SUCH DATE AND TIME, AS THEY MAY BE EXTENDED, THE “EXPIRATION TIME”). On August 31, 2020, Marchex, Inc., a Delaware corporation (the “Company”), Edenbrook Long Only Value Fund, LP, a Delaware li...
mechanism = FIXEDEX-99.A1A 2 d63792dex99a1a.htm EX-99.(A)(1)(A) EX-99.(a)(1)(A) Exhibit (a)(1)(A) Amended and Restated Offer to Purchase for Cash by Marchex, Inc. and Edenbrook Capital, LLC of Up to 10,000,000 shares of Class B common stock of Marchex, Inc. at a Purchase Price of $2.15 per share THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M., NEW YORK CITY TIME, ON OCTOBER 7, 2020 UNLESS THE OFFER IS EXTENDED (SUCH DATE AND TIME, AS THEY MAY BE EXTENDED, THE “EXPIRATION TIME”). On August 31, 2020, Marchex, Inc., a Delaware corporation (the “Company”), Edenbrook Long Only Value Fund, LP, a Delaware li...
price = USD 2.15...ibit (a)(1)(A) Amended and Restated Offer to Purchase for Cash by Marchex, Inc. and Edenbrook Capital, LLC of Up to 10,000,000 shares of Class B common stock of Marchex, Inc. at a Purchase Price of $2.15 per share THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M., NEW YORK CITY TIME, ON OCTOBER 7, 2020 UNLESS THE OFFER IS EXTENDED (SUCH DATE AND TIME, AS THEY MAY BE EXTENDED, THE “EXPIRATION TIME”). On A...
price = USD 2.15...ibit (a)(1)(A) Amended and Restated Offer to Purchase for Cash by Marchex, Inc. and Edenbrook Capital, LLC of Up to 10,000,000 shares of Class B common stock of Marchex, Inc. at a Purchase Price of $2.15 per share THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M., NEW YORK CITY TIME, ON OCTOBER 7, 2020 UNLESS THE OFFER IS EXTENDED (SUCH DATE AND TIME, AS THEY MAY BE EXTENDED, THE “EXPIRATION TIME”). On A...
txn_type = TENDER_OFFER...d, and (ii) $1.96 per share, if more than 6,000,000 up to 10,000,000 shares are tendered, net to the seller in cash, less any applicable tax withholding and without interest (the “Purchase Price”), upon the terms and subject to the conditions set forth in the Offer to Purchase, dated August 31, 2020 (the “Offer to Purchase”), and in the related Letter of Transmittal (the “Letter of Transmittal” which, together with the Offer to Purchase, as each may be amended or supplemented from time to time, collectively constitute the “Offer”), copies of which are annexed to and filed with this Schedule TO as Exhibits (a)(...
txn_type = TENDER_OFFER...d, and (ii) $1.96 per share, if more than 6,000,000 up to 10,000,000 shares are tendered, net to the seller in cash, less any applicable tax withholding and without interest (the “Purchase Price”), upon the terms and subject to the conditions set forth in the Offer to Purchase, dated August 31, 2020 (the “Offer to Purchase”), and in the related Letter of Transmittal (the “Letter of Transmittal” which, together with the Offer to Purchase, as each may be amended or supplemented from time to time, collectively constitute the “Offer”), copies of which are annexed to and filed with this Schedule TO as Exhibits (a)(...
txn_type = TENDER_OFFEREX-99.(A)(1)(A) 2 d63792dex99a1a.htm EX-99.(A)(1)(A) EX-99.(a)(1)(A) Exhibit (a)(1)(A) Amended and Restated Offer to Purchase for Cash by Marchex, Inc. and Edenbrook Capital, LLC of Up to 10,000,000 shares of Class B common stock of Marchex, Inc. at a Purchase Price of $2.15 per share THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M., NEW YORK CITY TIME, ON OCTOBER 7, 2020 UNLESS THE OFFER IS EXTENDED (SUCH DATE AND TIME, AS THEY MAY B...
txn_type = TENDER_OFFEREX-99.A1A 2 d63792dex99a1a.htm EX-99.(A)(1)(A) EX-99.(a)(1)(A) Exhibit (a)(1)(A) Amended and Restated Offer to Purchase for Cash by Marchex, Inc. and Edenbrook Capital, LLC of Up to 10,000,000 shares of Class B common stock of Marchex, Inc. at a Purchase Price of $2.15 per share THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M., NEW YORK CITY TIME, ON OCTOBER 7, 2020 UNLESS THE OFFER IS EXTENDED (SUCH DATE AND TIME, AS THEY MAY B...
tendered = 10000000...e in a manner calculated to inform stockholders of this information, which will include a press release. All shares we purchase in the Offer will be purchased at the same Purchase Price. If more than 10,000,000 shares are properly tendered, we will purchase all shares properly tendered on a pro rata basis, except for “odd lots” (lots held by owners of less than 100 shares), which we will purchase on a priority basis, and except for each conditional tender whose condition was not met, which we will not purchase. Sh...
The filings
| Filed | Form | Role | On EDGAR |
|---|---|---|---|
| 2020-08-31 | SC TO-I | original (governing) | View |
| 2020-08-31 | SC TO-T | original | View |
| 2020-09-23 | SC TO-I/A | amendment | View |
| 2020-09-23 | SC TO-T/A | amendment | View |