PREMIERE GLOBAL SERVICES, 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	2010-12-03
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	Yes
Price offered	USD $6.75 to $7.75 per share
Cleared at	$7.25
Most an odd-lot tender could be	$717.75

How it finished

Everyone else98.6%

Shares tendered	8,221,238
Shares accepted	8,104,695
Proration factor	98.6%
Overall acceptance	98.6%

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...? If you own, beneficially or of record, fewer than 100 Shares in the aggregate, you properly tender all of these Shares at or below the Purchase Price before the Tender Offer expires, all of the conditions to the Tender Offer are satisfied or waived, and you complete the section entitled “Odd Lots” in the Letter of Transmittal (and, if applicable, in the Notice of Guaranteed Delivery), we will purchase all of your Shares without subjecting them to proration. See Section 1. How will PGi pay for the Shares? We intend to use a portion of the proceeds from the recent sale of our PGiSend advanced messaging business (“PGiSend”), to fund the purchase of Shares tender...

expiry = 2010-12-03...t a Purchase Price Not Greater Than $7.75 Nor Less Than $6.75 Per Share, in Cash, Having an Aggregate Purchase Price Not Exceeding $50,000,000 THE TENDER OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON DECEMBER 3, 2010 UNLESS THE TENDER OFFER IS EXTENDED OR WITHDRAWN (SUCH DATE, AS IT MAY BE EXTENDED, THE “EXPIRATION TIME”). Premiere Global Services, Inc., a Georgia corporation (“PGi,” the “Company,” “we” or “us”), is offering to purchase for cash up to...

listed = True...dering shareholders at our expense promptly after the expiration of the Tender Offer. See Sections 1, 2 and 4. THE TENDER OFFER IS NOT CONDITIONED ON ANY MINIMUM NUMBER OF SHARES BEING TENDERED BUT IS SUBJECT TO THE OTHER CONDITIONS. SEE SECTION 6. The Shares are listed on The New York Stock Exchange (the “NYSE”) under the ticker symbol “PGI.” On October 26, 2010, the last full trading day prior to the commencement of the Tender Offer, the reported closing price of the Shares on the NYSE was $6.20. You are urged to obtain current market quotations for the Shares before deciding whether, and at which price, to tender your Shares pursu...

mechanism = DUTCH...Services, Inc., which we refer to as the “Company,” “PGi,” “we” or “us,” is offering to purchase your Shares. 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 by means of a modified “Dutch auction.” This procedure allows tendering shareholders to select a price within a price range specified by us at which such shareholders are willing to sell Shares. The Purchase Price range for the Tender Offer is $6.75 to $7.75 per Share. After the Tender Offer expires we will look at the prices chosen by shareholders for all of the Shares prop...

mechanism = DUTCH...ry Results of Tender Offer Company Anticipates Repurchasing Approximately 13.4% of Its Shares Outstanding Atlanta, December 6, 2010 — Premiere Global Services, Inc. (NYSE: PGI), a global leader in virtual meetings, today announced the preliminary results of its “Dutch auction” tender offer for the purchase of up to $50.0 million in value of its outstanding common stock, which expired at 5:00 p.m., New York City time, on Friday, December 3, 2010. Based on a preliminary count by American Stock Transfer & Trust Company, LLC, the depositary in the tender offer, a total of 11,814,840 shares of PGi’s common stock w...

mechanism = DUTCH...PGi Announces Final Results of Tender Offer Company Repurchases Approximately 13.4% of Its Shares Outstanding Atlanta, December 10, 2010 — Premiere Global Services, Inc. (NYSE: PGI), a global leader in virtual meetings, announced today the final results of its “Dutch auction” tender offer, which expired at 5:00 p.m., New York City time, on Friday, December 3, 2010. PGi today accepted for purchase 8,104,695 shares of its common stock, including shares tendered through the conditional exercise of options, at a purchase price of $7.25 per share, for a total cost of approximately $58,759,039, excluding fees and...

mechanism = DUTCH...The corrected release reads: PGi Announces Final Results of Tender Offer Company Repurchases Approximately 13.4% of Its Shares Outstanding Premiere Global Services, Inc. (NYSE: PGI), a global leader in virtual meetings, announced today the final results of its “Dutch auction” tender offer, which expired at 5:00 p.m., New York City time, on Friday, December 3, 2010. PGi today accepted for purchase 8,104,695 shares of its common stock, including shares tendered through the conditional exercise of options, at a purchase price of $7.25 per share, for a total cost of approximately $58,759,039, excluding fees and...

price = USD 6.75-7.75...h auction.” This procedure allows tendering shareholders to select a price within a price range specified by us at which such shareholders are willing to sell Shares. The Purchase Price range for the Tender Offer is $6.75 to $7.75 per Share. After the Tender Offer expires we will look at the prices chosen by shareholders for all of the Shares properly tendered and not properly withdrawn. We will select the lowest purchase price per Share within t...

price = USD 7.25...ed on the preliminary results, PGi expects to accept for purchase 8,104,695 shares of its common stock, including shares tendered through the conditional exercise of options, at a purchase price of $7.25 per share, for a total cost of approximately $58,759,039, excluding fees and expenses relating to the tender offer. The total number of shares expected to be purchased in the tender offer includes an additional 1,208,144 shares p...

price = USD 7.25...ime, on Friday, December 3, 2010. PGi today accepted for purchase 8,104,695 shares of its common stock, including shares tendered through the conditional exercise of options, at a purchase price of $7.25 per share, for a total cost of approximately $58,759,039, excluding fees and expenses relating to the tender offer. Although the original tender offer was for a maximum of $50 million in value of PGi common stock, the total numbe...

threshold = 100...we were to reduce the maximum aggregate purchase price (and the associated maximum aggregate number of Shares to be purchased) and the purchase of all Shares properly tendered would result in an aggregate purchase price that exceeded such reduced amount. If I own fewer than 100 Shares and I tender all of my Shares, will I be subject to proration? If you own, beneficially or of record, fewer than 100 Shares in the aggregate, you properly tender all of these Shares at or below the Purchase Price before the Tender Offer expires, all of the conditions to the Tender Offer are satisfied or waived, and you complete the secti...

txn_type = TENDER_OFFEREX-99.(A)(1)(A) 2 e40508ex99a1a.htm OFFER TO PURCHASE Exhibit 99(a)(1)(A) PREMIERE GLOBAL SERVICES, INC. Offer to Purchase the Maximum Number of Shares at a Purchase Price Not Greater Than $7.75 Nor Less Than $6.75 Per Share, in Cash, Having an Aggregate Purchase Price Not Exceeding $50,000,000 THE TENDER OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY...

txn_type = TENDER_OFFER...as a presence in 24 countries worldwide and an established base of greater than 30,000 customers, including 75% of the Fortune 100. For more information, visit us at www.pgi.com. THIS PRESS RELEASE IS FOR INFORMATIONAL PURPOSES ONLY AND DOES NOT CONSTITUTE AN OFFER TO PURCHASE OR THE SOLICITATION OF AN OFFER TO SELL SHARES OF PGi’s COMMON STOCK. THE TENDER OFFER WAS MADE ONLY PURSUANT TO THE OFFER TO PURCHASE, LETTER OF TRANSMITTAL AND RELATED MATERIALS THAT PGi DISTRIBUTED TO ITS SHAREHOLDERS AND FILED WITH THE SECURITIES AND EXCHANGE COMMISSION. SHAREHOLDERS AND INVESTORS SHOULD READ CAREFULLY THE OFFER TO P...

accepted = 8104695...GI), a global leader in virtual meetings, announced today the final results of its “Dutch auction” tender offer, which expired at 5:00 p.m., New York City time, on Friday, December 3, 2010. PGi today accepted for purchase 8,104,695 shares of its common stock, including shares tendered through the conditional exercise of options, at a purchase price of $7.25 per share, for a total cost of approximately $58,759,039, excluding fees and expenses relating to the tender offer. Although the original tender offer was for...

final_price = 7.25...:00 p.m., New York City time, on Friday, December 3, 2010. PGi today accepted for purchase 8,104,695 shares of its common stock, including shares tendered through the conditional exercise of options, at a purchase price of $7.25 per share, for a total cost of approximately $58,759,039, excluding fees and expenses relating to the tender offer. Although the original tender offer was for a maximum of $50 million in value of PGi common stock, the total number of shares purchased in the tender offer includes an additi...

proration_pct = 98.6...ders whose shares were purchased on a priority basis) at the final purchase price. PGi has been informed by American Stock Transfer & Trust Company, LLC, the depositary for the tender offer, that the final proration factor for the tender offer was approximately 98.6%. Payment for the shares accepted for purchase under the tender offer will be made promptly, and all shares tendered and not purchased will be promptly returned. PGi expects to have approximately 52,259,064 shares of its common stock outstanding immediately following consummation...

tendered = 8221238...nces Final Results of Tender Offer December 10, 2010 CORRECTION...by Premiere Global Services, Inc. ATLANTA— Third graph of release should read: Based on the final count by the depositary, a total of 8,221,238 shares of PGi's common stock were properly tendered and not withdrawn in the tender offer at a price at or below $7.25 per share (or by shareholders electing to tender at the ultimate purchase price selected by PGi), including shares tendered at such prices through the conditional exercise of options. (sted Based on the final cou...

The filings

Filed	Form	Role	On EDGAR
2010-10-27	SC TO-I	original (governing)	View
2010-12-06	SC TO-I/A	amendment	View
2010-12-10	SC TO-I/A	amendment	View
2010-12-13	SC TO-I/A	amendment	View