Symbolic Logic, Inc. EVOL

election_required = True...will I be subject to proration? If you own, beneficially or of record, fewer than 100 shares in the aggregate, you validly tender all of these shares at or below the Purchase Price prior to the Expiration Time (and do not validly withdraw such shares) and you complete the section entitled “Odd Lots” in the Letter of Transmittal and, if applicable, in the Notice of Guaranteed Delivery, and all conditions to the Offer are satisfied or waived, the Company will purchase all of your shares without subjecting them to proration. See Section 3. Once I have tendered shares in the Offer, can I withdraw my tender? Yes. You may withdraw your tendered shares at any time pri...

expiry = 2022-05-23..., PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE ONE MINUTE AFTER 4:59 P.M. (EASTERN DAYLIGHT TIME) ON JUNE 23, 2022, UNLESS THE OFFER IS EXTENDED (SUCH DATE AND TIME, AS IT MAY BE EXTENDED, THE “EXPIRATION TIME”) OR OTHERWISE TERMINATED. ​ ​ As set forth in Section 3 of the Offer to Purchase, dated May 23, 2022 (the “Offer to Purchase” and, together with the related Letter of Transmittal (the “Letter of Transmittal”), as they may be amended or supplemented from time to time, the “Offer”), this form (or a manually executed facsimile hereof) must b...

listed = True...r share (the “Securities”). The Securities currently trade on the OTC Pink Market (“OTC Pink”). Prior to April 25, 2022, when Symbolic filed a Form 25 with the United States Securities and Exchange Commission (the “SEC”) to voluntarily de-list, the Securities traded on the NASDAQ Capital Market (“NASDAQ”). Since delisting from NASDAQ, the Securities have traded at a high of $1.23 and a low of $0.88 sales price per share. Stockholders are encouraged to obtain current market quotations for the Securities in connection with the Offer. The following table sets forth, for each of the periods indicated, the high and low sales prices of the sh...

mechanism = DUTCH...corporation, formerly known as Evolving Systems, Inc. (OTC Pink: EVOL) (the “Company,” “Symbolic,” “we,” “our” or “us”), is offering to purchase for cash shares (the “shares”) of its common stock, par value $0.001 per share (the “common stock”), pursuant to a modified “Dutch auction” whereby stockholders may tender shares: (i) at prices specified by the tendering stockholders of not less than $1.30 and not more than $1.55 per share (“Auction Tenders”), or (ii) at the Purchase Price (as defined below) determined as described herein (“Purchase Price Tenders”), in either case, net to the seller in cash, less any applic...

must_tender_all = True...below the Purchase Price and not validly withdrawn prior to the Expiration Time would result in an Aggregate Purchase Consideration of more than $9.6 million, the Company will purchase shares: (i) first, from all holders of “odd lots” of less than 100 shares who validly tender all of their shares at or below the Purchase Price, and do not validly withdraw them prior to the Expiration Time; (ii) second, from all other stockholders (except for stockholders who tendered shares conditionally for which the condition was not satisfied) who validly tender shares at or below the Purchase Price (and do not validly withdraw them prior to t...

price = USD 1.3-1.55...h up to $9.6 million of shares (the “shares”) of its common stock, par value $0.001 per share, pursuant to (i) auction tenders at prices specified by the tendering shareholders of not less than $1.30 and not more than $1.55 per share, or (ii) purchase price tenders, in either case, net to the seller in cash, less any applicable withholding taxes and without interest, upon the terms and subject to the conditions described in the Offer to Pu...

priority = True...hase Price or pursuant to Purchase Price Tenders will receive the Purchase Price, payable in cash, without interest, but subject to applicable withholding taxes, for all shares purchased upon the terms and subject to the conditions of the Offer, including the provisions relating to “odd lot” priority, proration and conditional tender described below. Under a Purchase Price Tender, shares will be purchased, upon the terms and subject to the conditions of the Offer, at the Purchase Price. If you wish to maximize the chance that your shares will be purchased by us in the Offer, you should validly tender your shares pursuant to a Purchas...

threshold = 100...ecified number of shares, it is possible that none of those shares will be purchased. Odd Lots. The term “odd lots” means all shares validly tendered prior to the Expiration Time at prices at or below the Purchase Price and not validly withdrawn by any person who owned, beneficially or of record, a total of fewer than 100 shares and so certified in the appropriate place in the Letter of Transmittal and, if applicable, in the Notice of Guaranteed Delivery (an “Odd Lot Holder”). To qualify for this preference, an Odd Lot Holder must tender all shares owned by such Odd Lot Holder in accordance with the procedures described in Section 3. “Odd lots” will be accepted...

txn_type = TENDER_OFFER...ders of not less than $1.30 and not more than $1.55 per share, or (ii) purchase price tenders, in either case, net to the seller in cash, less any applicable withholding taxes and without interest, upon the terms and subject to the conditions described in the Offer to Purchase, dated May 23, 2022 (the “Offer to Purchase”), a copy of which is filed herewith as Exhibit 12(a)(1)(A), and in the related Letter of Transmittal (the “Letter of Transmittal” and, together with the Offer to Purchase, as they may be amended or supplemented from time to time, the “Offer”), a copy of which is attached hereto as Exhibit 12(a...

accepted = 7384615...e discretion, to purchase the maximum amount of $9.6 million of shares, if the Purchase Price is determined to be $1.30 per share, the minimum price per share pursuant to the Offer, the Company would purchase 7,384,615 shares pursuant to the Offer, which would represent approximately 59.8% of our outstanding common stock as of May 20, 2022. Assuming that the Offer is fully subscribed and the Company elects, in its sole discretion, to purchase the maximum amount of $9.6 million of shares, if the Purchase Price is determine...