Odd Lot Index

NEUSTAR INC

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.
StatusClosed
Closing date2011-12-02
How it is pricedDutch auction
Odd-lot threshold—
Must tender everything you holdYes
Must tick the odd-lot box on the formYes
Price offeredUSD $31.25 to $36.00 per share
Most an odd-lot tender could be$3,093.75 to $3,564.00

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...ders should be aware that this election could mean that none of their Shares will be purchased if they check a box other than the box representing the price at or below the Final Purchase Price. In addition, odd lot holders who tender all of their Shares must complete the section entitled “Odd Lots” in the Letter of Transmittal to qualify for the preferential treatment available to odd lot holders as set forth in Section 1. Stockholders holding their Shares through a broker, dealer, commercial bank, trust company or other nominee must contact the nominee in order to tender their Shares. Stockholders who hold Shares through nominees are urged to consult their no...
expiry = 2011-12-02...hase Price, Shares having an aggregate value of less than $250 million are properly tendered and not properly withdrawn, we will buy all Shares properly tendered and not properly withdrawn. The term “Expiration Date” means 12:00 midnight, New York City time, on the night of Friday, December 2, 2011, unless and until we, in our sole discretion, shall have extended the period of time during which the Offer will remain open, in which event the term “Expiration Date” shall refer to the latest time and date at which the Offer, as so exten...
mechanism = DUTCH...What is the purpose of the Offer? We believe that the Offer is a prudent use of our financial resources given our business profile, assets and current market price. The Offer is an element of our overall plan to enhance stockholder value. We believe that the modified “Dutch auction” tender offer set forth in this Offer to Purchase represents an efficient mechanism to provide our stockholders with the opportunity to tender all or a portion of their Shares and thereby receive a return of some or all of their investment if they so elect. The Offer provides stockholders (particularly those who, because of the size of t...
mechanism = DUTCHEX-99.A.5.III 2 d265106dex99a5iii.htm EXHIBIT (A)(5)(III) Exhibit (a)(5)(iii) Exhibit (a)(5)(iii) NEUSTAR ANNOUNCES PRELIMINARY RESULTS OF ITS MODIFIED DUTCH AUCTION TENDER OFFER STERLING, Va., December 5, 2011 — NeuStar, Inc. (NYSE: NSR) (“Neustar”) announced today the preliminary results of its modified “Dutch auction” tender offer for the purchase of up to $250 million in value of its Class A common stock, which expired at 12:00 midnight, New York City time, on the night of Friday, December 2, 201...
mechanism = DUTCHEX-99.A.5.IV 2 d267185dex99a5iv.htm EXHIBIT (A)(5)(IV) Exhibit (a)(5)(iv) Exhibit (a)(5)(iv) NEUSTAR ANNOUNCES FINAL RESULTS OF ITS MODIFIED DUTCH AUCTION TENDER OFFER Neustar accepts for Purchase Approximately 7.2 Million Shares of its Class A Common Stock for Approximately $250 Million STERLING, Va., December 8, 2011 — NeuStar, Inc. (NYSE: NSR) (“Neustar”) announced today the final results of its modified “Dutch auction” tender offer for the purchase of up to $250 million in value of its...
must_tender_all = True...r of Transmittal. Tendering stockholders should be aware that this election could mean that none of their Shares will be purchased if they check a box other than the box representing the price at or below the Final Purchase Price. In addition, odd lot holders who tender all of their Shares must complete the section entitled “Odd Lots” in the Letter of Transmittal to qualify for the preferential treatment available to odd lot holders as set forth in Section 1. Stockholders holding their Shares through a broker, dealer, commercial bank, trust company or other nominee must contact the nominee in order to tender their Shares....
price = USD 31.25-36.0...procedure commonly called a modified “Dutch auction,” which allows you to select the price, within a price range specified by us, at which you are willing to sell your Shares. The price range for the Offer is $31.25 to $36.00 per Share. We will select the lowest purchase price, not greater than $36.00 nor less than $31.25 per Share, that will allow us to purchase $250 million in value of Shares, based on the number of Shares tendered, or, if...
price = USD 34.5...Company, LLC, the depositary for the tender offer, a total of 8,157,391 shares of Neustar’s Class A common stock were properly tendered and not properly withdrawn at or below the purchase price of $34.50 per share, including 2,562,537 shares that were tendered through notices of guaranteed delivery. In accordance with the terms and conditions of the tender offer, and based on the preliminary count by the depositary, Neustar expec...
price = USD 34.5...xpired at 12:00 midnight, New York City time, on the night of Friday, December 2, 2011. Neustar has accepted for purchase 7,246,376 shares of its Class A common stock at the final purchase price of $34.50 per share, for an aggregate cost of approximately $250.0 million, excluding fees and expenses relating to the tender offer. The 7,246,376 shares accepted for purchase in the tender offer represent approximately 9.9% of Neustar’s...
txn_type = TENDER_OFFEREX-99.A.1.I 2 d250797dex99a1i.htm EXHIBIT (A)(1)(I) Exhibit (a)(1)(i) Exhibit (a)(1)(i) Offer to Purchase for Cash by NeuStar, Inc. of Up to $250,000,000 in Value of Shares of Its Class A Common Stock At a Purchase Price Not Greater than $36.00 per Share Nor Less than $31.25 per Share THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, ON THE NIGHT OF FRIDAY, DECEMBER 2, 2011, UNLESS THE OFFER...
txn_type = TENDER_OFFER...will achieve market acceptance or result in any revenue; and business, regulatory and statutory changes in the communications industry. More information about potential factors that could affect the Company’s business and financial results is included in the offer to purchase and Neustar’s filings with the Securities and Exchange Commission, including, without limitation, the Company’s Form 10-K for the fiscal year ended December 31, 2010 and subsequent periodic and current reports. All forward-looking statements are based on information available to Neustar on the date of this press release, and Neustar unde...
txn_type = TENDER_OFFER...will achieve market acceptance or result in any revenue; and business, regulatory and statutory changes in the communications industry. More information about potential factors that could affect the Company’s business and financial results is included in the offer to purchase and Neustar’s filings with the Securities and Exchange Commission, including, without limitation, Neustar’s Form 10-K for the fiscal year ended December 31, 2010 and subsequent periodic and current reports. All forward-looking statements are based on information available to Neustar on the date of this press release, and Neustar undertak...

The filings

FiledFormRoleOn EDGAR
2011-11-03SC TO-Ioriginal (governing)View
2011-12-05SC TO-I/AamendmentView
2011-12-08SC TO-I/AamendmentView