SILGAN HOLDINGS INC SLGN

election_required = True...res directly to the depositary would not only avoid the payment of brokerage commissions, but also would avoid any applicable odd lot discounts in a sale of the holder’s shares. Any odd lot holder wishing to tender all shares held pursuant to the Offer should complete the section entitled “Odd Lots” in the Letter of Transmittal and, if applicable, in the Notice of Guaranteed Delivery. 2. Purpose of the Offer; Certain Effects of the Offer; Other Plans or Proposals. Purpose of the Offer Our objective is to increase shareholder value by efficiently deploying our capital, including using reasonable leverage to support our growth and increase shareholder returns. We...

expiry = 2010-11-08...00 SHARES AT A PER SHARE PURCHASE PRICE NOT LESS THAN $31.25 PER SHARE NOR GREATER THAN $35.25 PER SHARE IN A MODIFIED DUTCH AUCTION THE OFFER, PRORATION PERIOD AND YOUR RIGHT TO WITHDRAW YOUR SHARES WILL EXPIRE AT 5:00 P.M., NEW YORK TIME, ON NOVEMBER 8, 2010, UNLESS THE OFFER IS EXTENDED. WE MAY EXTEND THE OFFER PERIOD AT ANY TIME. Silgan Holdings Inc.: • Is offering to purchase up to 5,600,000 shares of our common stock in a tender offer (the “Offer”), or such lesser number of shares as are p...

listed = True...1 and the considerations for conditional tenders described in Section 6) from all stockholders who properly tendered shares at or below the Selected Price, with appropriate adjustments to avoid purchases of fractional shares. Our common stock: • Is listed and traded on the NASDAQ Global Select Market System (“NASDAQ”) under the symbol “SLGN” and • Had a closing price of $32.23 on October 7, 2010, the day we announced the Offer. We urge you to obtain current market quotations for the shares. (Continued on following page) The Dealer Manager for the Offer is: Offer to Purchase dated October 8, 2010 Table of Contents (Continued from previous page) The O...

mechanism = DUTCH...HOLDINGS INC. OFFER TO PURCHASE FOR CASH SHARES OF ITS COMMON STOCK FOR AN AGGREGATE PURCHASE PRICE OF UP TO $175 MILLION, UP TO A MAXIMUM OF 5,600,000 SHARES AT A PER SHARE PURCHASE PRICE NOT LESS THAN $31.25 PER SHARE NOR GREATER THAN $35.25 PER SHARE IN A MODIFIED DUTCH AUCTION THE OFFER, PRORATION PERIOD AND YOUR RIGHT TO WITHDRAW YOUR SHARES WILL EXPIRE AT 5:00 P.M., NEW YORK TIME, ON NOVEMBER 8, 2010, UNLESS THE OFFER IS EXTENDED. WE MAY EXTEND THE OFFER PERIOD AT ANY TIME. Silgan Holdings Inc.: • Is offering to purchase up to 5,600,000 shares of our common stock in a tender offer (the “Offer”), or such less...

must_tender_all = True...shares conditionally tendered at or below the Selected Price for which the condition was not initially satisfied, to the extent feasible, by random lot (to be eligible for purchase by random lot, stockholders whose shares are conditionally tendered must have tendered all of their shares). See Sections 1 and 3. If I own fewer than 100 shares and I tender all of my shares, will I be subject to proration? No. If you properly tender (at or below the Selected Price), and do not properly withdraw, your shares according to the procedures specified for holders of “odd lots,” we will purchase all of your shares without subjectin...

price = USD 31.25-35.25...0 shares of its outstanding common stock or such lesser number of shares as are properly tendered and not properly withdrawn. See Section 1. What will be the purchase price? • The price range for the Offer is $31.25 to $35.25 per share. We are conducting the Offer through a procedure commonly called a “modified Dutch auction.” This procedure allows you to choose a price (in increments of $0.25 per share) within this price range at which you...

priority = True...having an aggregate value in excess of $175 million, measured at the maximum price at which such shares were properly tendered, have been properly tendered and not properly withdrawn on or prior to the expiration date, we will purchase shares in the following order of priority: • first, all shares owned in “odd lots” (fewer than 100 shares) that have been properly tendered at or below the Selected Price; • second, all other tendered shares (including shares issued upon the conditional exercise of Options and tendered in accordance with the special procedures described in Section 3, subject to acceptance in the Offer; but not including conditionally tendered shares f...

threshold = 100...on, measured at the maximum price at which such shares were properly tendered, have been properly tendered and not properly withdrawn on or prior to the expiration date, we will purchase shares in the following order of priority: • first, all shares owned in “odd lots” (fewer than 100 shares) that have been properly tendered at or below the Selected Price; • second, all other tendered shares (including shares issued upon the conditional exercise of Options and tendered in accordance with the special procedures described in Section 3, subject to acceptance in the Offer; but not including conditionally tendered shares for whic...

txn_type = TENDER_OFFEREX-99.(A)(1)(A) 2 dex99a1a.htm OFFER TO PURCHASE, DATED OCTOBER 8, 2010 Offer to Purchase, dated October 8, 2010 Table of Contents Exhibit (a)(1)(A) SILGAN HOLDINGS INC. OFFER TO PURCHASE FOR CASH SHARES OF ITS COMMON STOCK FOR AN AGGREGATE PURCHASE PRICE OF UP TO $175 MILLION, UP TO A MAXIMUM OF 5,600,000 SHARES AT A PER SHARE PURCHASE PRICE NOT LESS THAN $31.25 PER SHARE NOR GREATER...

txn_type = TENDER_OFFER...n stock, $0.01 par value per share, for an aggregate purchase price of up to $175 million at a price not greater than $35.25 nor less than $31.25 per share, to the seller in cash, without interest, upon the terms and subject to the conditions set forth in the Offer to Purchase, dated October 8, 2010 (the “Offer to Purchase”), and in the accompanying Letter of Transmittal (the “Letter of Transmittal”), which together, as each may be amended or supplemented from time to time, constitute the “Offer.” This Amendment No. 1 is intended to satisfy the reporting requirements of Rule 13e-4(c)(3) promulgated under the S...