OFFICEMAX 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.
| Status | Closed |
|---|---|
| Closing date | 2005-04-28 |
| 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 $30.00 to $34.00 per share |
| Cleared at | $33.00 |
| Most an odd-lot tender could be | $3,267.00 |
How it finished
Everyone else99.397%
| Shares tendered | 23,662,372 |
|---|---|
| Proration factor | 99.4% |
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...Letter of Transmittal for each price at which shares are tendered, provided that the same shares cannot be tendered (unless properly withdrawn previously in accordance with Section 4) at more than one price. Odd lot holders who tender all of their shares must complete the section entitled "Odd Lots" in the Letter of Transmittal and, if applicable, in the Notice of Guaranteed Delivery to qualify for the preferential treatment available to odd lot holders described in Section 1. If you hold your shares through a broker, dealer, commercial bank, trust company or other nominee, you must contact the nominee in order to tender your shares, and you are urged to consul...
expiry = 2005-04-28...f its Common Stock (including the Associated Common Stock Purchase Rights) at a Purchase Price not Greater Than $34.00 Nor Less Than $30.00 Per Share THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON THURSDAY, APRIL 28, 2005, UNLESS EXTENDED. OfficeMax Incorporated, a Delaware corporation ("Company," "OfficeMax," or "we"), hereby offers to purchase, for cash, up to 23,500,000 shares of our common stock and the associated common stock purchase rights at a price...
listed = True...F SHARES BEING TENDERED. THE TENDER OFFER IS, HOWEVER, SUBJECT TO OTHER CONDITIONS. SEE SECTION 7. Our directors and executive officers have advised us that they do not intend to tender any shares in the tender offer. See Section 11. Our shares are listed and traded on the New York Stock Exchange ("NYSE") under the symbol "OMX." On March 29, 2005, the last full trading day prior to commencement of the tender offer, the last reported sale price of our shares of common stock on the NYSE Composite Tape was $33.21 per share. Shareholders are urged to obtain current market quotations for the shares before deciding whether and at what purchas...
mechanism = DUTCH...of the shares that you tender even if you tender them at or below the purchase price. See Section 1. What will the purchase price for the shares be and what will be the form of payment? We are conducting the tender offer through a procedure commonly called a modified "Dutch Auction." This procedure 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 tender offer is $30.00 to $34.00 per share. We will select the lowest purchase price that will allow us to buy 23,500,000 shares or, if fewer shares are properly tendered, all shares t...
mechanism = DUTCH...Jennings 630 438 8760 For Immediate Release: May 16, 2005 OFFICEMAX ANNOUNCES FINAL RESULTS OF TENDER OFFER TO PURCHASE STOCK Itasca, Ill.—OfficeMax® Incorporated (NYSE: OMX), a leader in office products and services, today announced the final results of its modified "Dutch Auction" tender offer to purchase up to 23,500,000 shares of the company's common stock. The tender offer expired at 12:00 midnight, New York City time, on Monday, May 9, 2005. Based on the final count by the depositary for the tender offer, 23,662,372 shares of common stock were properly tendered and not withdrawn at a price at or below $33.00...
mechanism = DUTCH...MAX ANNOUNCES REVISED FINAL RESULTS, PRORATION FACTOR FOR TENDER OFFER TO PURCHASE STOCK Itasca, Ill.—OfficeMax® Incorporated (NYSE: OMX), a leader in office products and services, today announced revised final results, including the proration factor, for its modified "Dutch Auction" tender offer to purchase up to 23,500,000 shares of the company's common stock. The tender offer expired at 12:00 midnight, New York City time, on Monday, May 9, 2005. Due to a mistake in the count by the depositary for the shares tendered through DTC, the Company announced a correction to the previously announced final results. Based o...
must_tender_all = True...e than 23,500,000 shares are tendered at or below the purchase price? If the tender offer is over-subscribed, we will purchase shares: •first, from all holders of "odd lots" of less than 100 shares (not including any equivalent shares held in our 401(k) Plan) who properly tender all of their shares at or below the purchase price selected by us and do not properly withdraw them before the expiration date; •second, on a pro rata basis, from all other shareholders who properly tender shares at or below the purchase price selected by us (except for shareholders who tendered conditionally as described in Section 6 and whose condition wa...
price = USD 30.0-34.0...re commonly called a modified "Dutch Auction." This procedure 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 tender offer is $30.00 to $34.00 per share. We will select the lowest purchase price that will allow us to buy 23,500,000 shares or, if fewer shares are properly tendered, all shares that are properly tendered and not properly withdrawn. We will purcha...
price = USD 33.0...k were properly tendered and not withdrawn at a price at or below $33.00 per share. The Company has accepted for purchase and will promptly pay for 23,500,000 of these shares at a purchase price of $33.00 per share. The final proration factor for the tender offer is approximately 99.397% after giving effect to conditional and odd lot tenders. Odd lot shares properly tendered at or below the $33.00 purchase price will not be subjec...
price = USD 33.0...f common stock were properly tendered and not withdrawn at a price at or below $33.00 per share. The Company has accepted for purchase and paid for 23,500,000 of these shares at a purchase price of $33.00 per share. The final proration factor for the tender offer was approximately 92.852% after giving effect to conditional and odd lot tenders. Odd lot shares properly tendered at or below the $33.00 purchase price were not subject...
threshold = 100...ice. Additional information on the "odd lot" preference and the manner of proration appears below. Odd Lots The term "odd lots" means all shares properly tendered at prices at or below the purchase price selected by us held by a shareholder, referred to as an odd lot holder, who owns beneficially or of record an aggregate of fewer than 100 shares (not including any shares held in our 401(k) Plan) and so certifies in the appropriate place in the related Letter of Transmittal and, if applicable, in the Notice of Guaranteed Delivery. To qualify for this preference, an odd lot holder must tender all shares owned beneficially or of record by the odd lot holder in accordance with the p...
txn_type = TENDER_OFFEREX-99.(A)(1)(I) 2 a2154699zex-99_a1i.htm EX-99.(A)(1)(I) QuickLinks -- Click here to rapidly navigate through this document Exhibit (a)(1)(i) OFFICEMAX INCORPORATED Offer to Purchase for Cash Up to 23,500,000 Shares of its Common Stock (including the Associated Common Stock Purchase Rights) at a Purchase Price not Greater Than $34.00 Nor Less Than $30.00 Per Share THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON THURSDAY, APRIL 28, 2005, UNLESS EXTENDED. OfficeMax Inc...
txn_type = TENDER_OFFER...)(5)(J) OfficeMax Incorporated 150 East Pierce Road Itasca, IL 60143-1594 News Release Media Contact Bill Bonner 630 438 8584 Investor Relations Contact John Jennings 630 438 8760 For Immediate Release: May 16, 2005 OFFICEMAX ANNOUNCES FINAL RESULTS OF TENDER OFFER TO PURCHASE STOCK Itasca, Ill.—OfficeMax® Incorporated (NYSE: OMX), a leader in office products and services, today announced the final results of its modified "Dutch Auction" tender offer to purchase up to 23,500,000 shares of the company's common stock. The tender offer expired at 12:00 midnight, New York City time, on Monday, May 9, 2005. Based o...
txn_type = TENDER_OFFER...ted 150 East Pierce Road Itasca, IL 60143-1594 News Release Media Contact Bill Bonner 630 438 8584 Investor Relations Contact John Jennings 630 438 8760 For Immediate Release: May 19, 2005 OFFICEMAX ANNOUNCES REVISED FINAL RESULTS, PRORATION FACTOR FOR TENDER OFFER TO PURCHASE STOCK Itasca, Ill.—OfficeMax® Incorporated (NYSE: OMX), a leader in office products and services, today announced revised final results, including the proration factor, for its modified "Dutch Auction" tender offer to purchase up to 23,500,000 shares of the company's common stock. The tender offer expired at 12:00 midnight, New York City...
final_price = 33.0...372 shares of common stock were properly tendered and not withdrawn at a price at or below $33.00 per share. The Company has accepted for purchase and will promptly pay for 23,500,000 of these shares at a purchase price of $33.00 per share. The final proration factor for the tender offer is approximately 99.397% after giving effect to conditional and odd lot tenders. Odd lot shares properly tendered at or below the $33.00 purchase price will not be subject to proration. The depositary for the tender offer, Wells F...
proration_pct = 99.397...ered and not withdrawn at a price at or below $33.00 per share. The Company has accepted for purchase and will promptly pay for 23,500,000 of these shares at a purchase price of $33.00 per share. The final proration factor for the tender offer is approximately 99.397% after giving effect to conditional and odd lot tenders. Odd lot shares properly tendered at or below the $33.00 purchase price will not be subject to proration. The depositary for the tender offer, Wells Fargo Shareowner Services, will promptly pay for the shares accepted for pu...
tendered = 23662372...,500,000 shares of the company's common stock. The tender offer expired at 12:00 midnight, New York City time, on Monday, May 9, 2005. Based on the final count by the depositary for the tender offer, 23,662,372 shares of common stock were properly tendered and not withdrawn at a price at or below $33.00 per share. The Company has accepted for purchase and will promptly pay for 23,500,000 of these shares at a purchase price of $33.00 per share. The final proration factor for the tender offer is approximately 99.397% after giving ef...
The filings
| Filed | Form | Role | On EDGAR |
|---|---|---|---|
| 2005-03-30 | SC TO-I | original (governing) | View |
| 2005-05-16 | SC TO-I/A | amendment | View |
| 2005-05-19 | SC TO-I/A | amendment | View |