ProPhase Labs, Inc. PRPH

election_required = True...See Section 1. 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 those shares before the Offer expires 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 the proration procedure. See Section 1. 4 Once I have tendered shares in the Offer, can I withdraw my tender? Yes. You may withdraw any shares you have tendered at any time before 12:00 midnight, New York City time, on...

expiry = 2017-12-18...ibit (a)(1)(A) Offer to Purchase for Cash by PROPHASE LABS, INC. of Up to 1,700,000 Shares of its Common Stock at a Purchase Price of $2.30 Per Share THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, ON MONDAY, DECEMBER 18, 2017 UNLESS THE OFFER IS EXTENDED (THE “EXPIRATION TIME”). ProPhase Labs, Inc., a Delaware corporation (the “Company,” “we,” or “us”), is offering to purchase up to 1,700,000 shares of its common stock, par value $0.0005 per share (the “Common...

listed = True...n part, at any time and from time to time in our reasonable discretion before the Expiration Time. Any determination by us concerning the events described in this Section 6 will be final and binding upon all persons. 20 7. Price Range of the Shares The shares are traded on the NASDAQ Global Market under the symbol “PRPH”. The following table sets forth, for each of the periods indicated, the high and low sales prices per share as reported by NASDAQ based on published financial sources. HIGH LOW Fiscal Year Ended December 31, 2015 First Quarter $ 1.70 $ 1.28 Second Quarter 1.56 1.21 Third Quarter 1.75 1.30 Fourth Quarter 1.69 1.19 Fiscal Year Ende...

mechanism = FIXEDEX-99.(A)(1)(A) 2 exa1a.htm Exhibit (a)(1)(A) Offer to Purchase for Cash by PROPHASE LABS, INC. of Up to 1,700,000 Shares of its Common Stock at a Purchase Price of $2.30 Per Share THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, ON MONDAY, DECEMBER 18, 2017 UNLESS THE OFFER IS EXTENDED (THE “EXPIRATION TIME”). ProPhase Labs, Inc., a Delaware corporation (the “Company,” “we,” or “us”), is offering to purchase up to 1,700,000 shares of its common stock, par value $...

mechanism = FIXED...o 1,700,000 shares of its common stock at a price of $2.30 per share, which expired at midnight, New York City time, on December 18, 2017. ProPhase has accepted for purchase 1,948,569 shares of its Common Stock, including all “odd lots” validly tendered, at a purchase price of $2.30 per share, for an aggregate purchase price of approximately $4.5 million. Based on the final tabulation by American Stock Transfer & Trust Company, the Depositary for the tender offer, 2,072,280 shares of ProPhase Common Stock were properly tendered and not withdrawn. ProPhase has been informed by the Depositary that, after giving effect to the pr...

must_tender_all = True...(or such greater number of shares as we may elect to purchase, subject to applicable law) are properly tendered and not properly withdrawn prior to the Expiration Time, we will purchase shares: ● first, from all holders of “odd lots” of fewer than 100 shares who properly tender all of their shares and do not properly withdraw them before the Expiration Time; and ● second, from all other stockholders who properly tender shares, on a pro rata basis. Because of the “odd lot” priority and proration provisions described above, we may not purchase all of the shares that you tender. See Section 1. If I own fewer than 100 shares and I ten...

price = USD 2.3EX-99.(A)(1)(A) 2 exa1a.htm Exhibit (a)(1)(A) Offer to Purchase for Cash by PROPHASE LABS, INC. of Up to 1,700,000 Shares of its Common Stock at a Purchase Price of $2.30 Per Share THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, ON MONDAY, DECEMBER 18, 2017 UNLESS THE OFFER IS EXTENDED (THE “EXPIRATION TIME”). ProPhase Labs, Inc., a Delaware cor...

price = USD 2.3...red at midnight, New York City time, on December 18, 2017. ProPhase has accepted for purchase 1,948,569 shares of its Common Stock, including all “odd lots” validly tendered, at a purchase price of $2.30 per share, for an aggregate purchase price of approximately $4.5 million. Based on the final tabulation by American Stock Transfer & Trust Company, the Depositary for the tender offer, 2,072,280 shares of ProPhase Common Stock we...

priority = True...an 1,700,000 shares are tendered? If more than 1,700,000 shares (or such greater number of shares as we may elect to purchase, subject to applicable law) are properly tendered and not properly withdrawn prior to the Expiration Time, we will purchase shares: ● first, from all holders of “odd lots” of fewer than 100 shares who properly tender all of their shares and do not properly withdraw them before the Expiration Time; and ● second, from all other stockholders who properly tender shares, on a pro rata basis. Because of the “odd lot” priority and proration provisions described above, we may not purchase all of the shares that you tender. See Sect...

threshold = 100...hdrawn, all shares that are properly tendered and not properly withdrawn. If more than 1,700,000 shares are properly tendered and not properly withdrawn, we will purchase all shares properly tendered and not properly withdrawn on a pro rata basis, except for “odd lots” (lots held by owners of fewer than 100 shares), which we will purchase on a priority basis. We also expressly reserve the right to purchase additional shares, up to 2% of our outstanding shares (248,569 shares, based on 12,428,461 shares of our Common Stock issued and outstanding as of November 14, 2017), without extending the Offer, and could decide to purchase more shares, subject...

txn_type = TENDER_OFFEREX-99.(A)(1)(A) 2 exa1a.htm Exhibit (a)(1)(A) Offer to Purchase for Cash by PROPHASE LABS, INC. of Up to 1,700,000 Shares of its Common Stock at a Purchase Price of $2.30 Per Share THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, ON MONDAY, DECEMBER 18, 2017 UNLESS THE OFFER IS EXTENDED (THE “EXPIRATION TIME”). ProPhase Labs, Inc., a Delaware corpor...

txn_type = TENDER_OFFER...ULTS OF ITS TENDER OFFER DOYLESTOWN, PA — (Globe Newswire – December 19, 2017) — ProPhase Labs, Inc. (NASDAQ: PRPH, www.ProPhaseLabs.com), a diversified natural health medical science company (“ProPhase”), announced today the preliminary results of its tender offer to purchase up to 1,700,000 shares of its common stock at a price of $2.30 per share, which expired at midnight, New York City time, on December 18, 2017. Based on the preliminary count by American Stock Transfer & Trust Company, the Depositary for the tender offer, an aggregate of 2,072,952 shares of common stock were properly tendered and not with...

txn_type = TENDER_OFFER...AL RESULTS OF ITS TENDER OFFER DOYLESTOWN, PA — (Globe Newswire – December 21, 2017) — ProPhase Labs, Inc. (NASDAQ: PRPH, www.ProPhaseLabs.com), a diversified natural health medical science company (“ProPhase”), announced today the final results of its tender offer to purchase up to 1,700,000 shares of its common stock at a price of $2.30 per share, which expired at midnight, New York City time, on December 18, 2017. ProPhase has accepted for purchase 1,948,569 shares of its Common Stock, including all “odd lots” validly tendered, at a purchase price of $2.30 per share, for an aggregate purchase price of appro...

accepted = 1948569...nal results of its tender offer to purchase up to 1,700,000 shares of its common stock at a price of $2.30 per share, which expired at midnight, New York City time, on December 18, 2017. ProPhase has accepted for purchase 1,948,569 shares of its Common Stock, including all “odd lots” validly tendered, at a purchase price of $2.30 per share, for an aggregate purchase price of approximately $4.5 million. Based on the final tabulation by American Stock Transfer & Trust Company, the Depositary for the tender offer, 2...

expired_on = 2017-12-18...natural health medical science company (“ProPhase”), announced today the final results of its tender offer to purchase up to 1,700,000 shares of its common stock at a price of $2.30 per share, which expired at midnight, New York City time, on December 18, 2017. ProPhase has accepted for purchase 1,948,569 shares of its Common Stock, including all “odd lots” validly tendered, at a purchase price of $2.30 per share, for an aggregate purchase price of approximately $4.5 million. Based on the final tabulation by American Stock Transfer &...

final_price = 2.3....30 per share, which expired at midnight, New York City time, on December 18, 2017. ProPhase has accepted for purchase 1,948,569 shares of its Common Stock, including all “odd lots” validly tendered, at a purchase price of $2.30 per share, for an aggregate purchase price of approximately $4.5 million. Based on the final tabulation by American Stock Transfer & Trust Company, the Depositary for the tender offer, 2,072,280 shares of ProPhase Common Stock were properly tendered and not withdrawn. ProPhase has been in...

proration_pct = 94.4...k were properly tendered and not withdrawn. ProPhase has been informed by the Depositary that, after giving effect to the priority for an aggregate amount of approximately 8,401 “odd lot” shares, the final proration factor for the remaining tendered shares is approximately 94.4%. The Depositary will promptly issue payment for the shares validly tendered and accepted for purchase and will return all other shares tendered. Immediately following the purchase of the tendered shares, ProPhase expects to have 11,079,892 shares of common stock outstanding. The...

tendered = 1948569...der offer to purchase up to 1,700,000 shares of its common stock at a price of $2.30 per share, which expired at midnight, New York City time, on December 18, 2017. ProPhase has accepted for purchase 1,948,569 shares of its Common Stock, including all “odd lots” validly tendered, at a purchase price of $2.30 per share, for an aggregate purchase price of approximately $4.5 million. Based on the final tabulation by American Stock Transfer & Trust Company, the Depositary for the tender offer, 2,072,280 shares of ProPhase Common Stock were properly tendered...