SOCKET MOBILE, INC. SCKT
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 | 2018-03-09 |
| 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 $3.75 to $4.25 per share, in steps of $0.05 |
| Most an odd-lot tender could be | $371.25 to $420.75 |
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...all Shares owned, whether such Shares are owned beneficially or of record, by such odd lot holder at a price at or below the Final Purchase Price (tenders of less than all of the Shares owned by such odd lot holder will not qualify for this preference); and o completes the section entitled “Odd Lots” in the Letter of Transmittal and, if applicable, in the Notice of Guaranteed Delivery. · Second, after the purchase of all of the Shares properly tendered by odd lot holders at or below the Final Purchase Price, subject to the conditional tender provisions described in Section 6, we will purchase all other Shares properly tendered at or below the Final Purchase Pric...
expiry = 2018-03-09...SOCKET MOBILE, INC. Of up to 1,250,000 Shares of Its Common Stock At a Purchase Price not Greater Than $4.25 per Share Nor Less Than $3.75 per Share THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON MARCH 9, 2018, UNLESS THE OFFER IS EXTENDED OR WITHDRAWN (SUCH DATE, AS IT MAY BE EXTENDED, THE “EXPIRATION DATE”). Socket Mobile, Inc., a Delaware corporation (the “Company,” “Socket Mobile,” “we,” “our” or “us”), invites our stockholders to tender up...
listed = True...oximately 17.8% of our issued and outstanding Shares as of December 31, 2017. The Offer is not conditioned upon any minimum number of Shares being tendered. The Offer is, however, subject to certain other conditions. See Section 7. i The Shares are listed and traded on The Nasdaq Capital Market under the symbol “SCKT.” On February 1, 2018, the last full trading day before we commenced the Offer, the last reported sale price of the Shares was $3.50 per Share. The entire price range for the Offer is above the last reported sale price of the Shares on The Nasdaq Capital Market on February 1, 2018. Stockholders are u...
mechanism = DUTCH...in the Company’s business, our market position and the long-term growth potential of our industry. We believe the Offer is an appropriate mechanism to return capital to our stockholders that seek liquidity under current market conditions. 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...
mechanism = DUTCHEX-5 2 exhibit_a5i.htm EXHIBIT (A)(5)(I) Exhibit (a)(5)(i) Socket Mobile Reports Preliminary Results of Modified Dutch Auction Tender Offer Socket Mobile Expects to Acquire 1.25 Million Shares at $3.90 Per Share NEWARK, Calif. - March 12, 2018 - Socket Mobile, Inc. (NASDAQ: SCKT), a leading innovator of data capture and delivery solutions for enhanced productivity, today announced the preliminary results of its "modified Dutch auction" self-tender offer for the...
mechanism = DUTCHEX-5 2 exhibit_a5ii.htm EXHIBIT (A)(5)(II) Exhibit (a)(5)(ii) Socket Mobile Reports Final Results of Modified Dutch Auction Tender Offer Socket Mobile Acquires 1.25 Million Shares at $3.90 Per Share NEWARK, Calif. – March 14, 2018 – Socket Mobile, Inc. (NASDAQ: SCKT), a leading innovator of data capture and delivery solutions for enhanced productivity, today announced the final results of its “modified Dutch auction” self-tender offer for the purchase of up t...
must_tender_all = True...by Stockholder.” 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 3.75-4.25...ied “Dutch auction.” This procedure allows you to select the price (in multiples of $0.05), within a price range specified by us, at which you are willing to sell your Shares. The price range for the Offer is $3.75 to $4.25 per Share. The entire price range for the Offer is above the last reported sale price of the Shares on The Nasdaq Capital Market on February 1, 2018, the last full trading day prior to the commencement of the Offer. Aft...
price = USD 3.9...LLC, the depositary for the tender offer, a total of approximately 1.4 million shares of Socket Mobile's common stock were validly tendered and not validly withdrawn at or below a purchase price of $3.90 per share, including approximately 0.2 million shares that were tendered through notice of guaranteed delivery. In accordance with the terms and conditions of the tender offer, and based on the preliminary count by the depositary...
price = USD 3.9...by American Stock Transfer & Trust Company, LLC, the depositary for the tender offer, Socket Mobile accepted for payment an aggregate of 1,250,000 shares of its common stock at a purchase price of $3.90 per share, for an aggregate cost of approximately $4.9 million, excluding fees and expenses relating to the tender offer. The total amount of shares purchased in the tender offer represents approximately 17.6% of Socket Mobile’s...
threshold = 100...ons will apply to the greater number of Shares. Odd Lots. For purposes of the Offer, the term “odd lots” means all Shares properly tendered at prices at or below the Final Purchase Price held by a stockholder who owns beneficially or of record an aggregate of fewer than 100 Shares, which we refer to as an “odd lot holder,” and so certifies in the appropriate place on the Letter of Transmittal and, if applicable, 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 procedures described in Section 3. As set forth above,...
txn_type = TENDER_OFFEREX-99 2 exhibit_a1i.htm EXHIBIT (A)(1)(I) Exhibit (a)(1)(i) Offer to Purchase for Cash By SOCKET MOBILE, INC. Of up to 1,250,000 Shares of Its Common Stock At a Purchase Price not Greater Than $4.25 per Share Nor Less Than $3.75 per Share THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON MARCH 9, 2018, UNLESS THE OFFER IS EXTENDED OR WITHDRAWN (SUCH DATE, AS IT MAY...
txn_type = TENDER_OFFEREX-5 2 exhibit_a5i.htm EXHIBIT (A)(5)(I) Exhibit (a)(5)(i) Socket Mobile Reports Preliminary Results of Modified Dutch Auction Tender Offer Socket Mobile Expects to Acquire 1.25 Million Shares at $3.90 Per Share NEWARK, Calif. - March 12, 2018 - Socket Mobile, Inc. (NASDAQ: SCKT), a leading innovator of data capture and delivery solutions for enhanced productivity, today announced the preliminary results of its "modified Dutch auction" self-tender offer for the purchase of u...
txn_type = TENDER_OFFEREX-5 2 exhibit_a5ii.htm EXHIBIT (A)(5)(II) Exhibit (a)(5)(ii) Socket Mobile Reports Final Results of Modified Dutch Auction Tender Offer Socket Mobile Acquires 1.25 Million Shares at $3.90 Per Share NEWARK, Calif. – March 14, 2018 – Socket Mobile, Inc. (NASDAQ: SCKT), a leading innovator of data capture and delivery solutions for enhanced productivity, today announced the final results of its “modified Dutch auction” self-tender offer for the purchase of up to 1,250,000 s...
The filings
| Filed | Form | Role | On EDGAR |
|---|---|---|---|
| 2018-02-02 | SC TO-I | original (governing) | View |
| 2018-03-12 | SC TO-I/A | amendment | View |
| 2018-03-14 | SC TO-I/A | amendment | View |