Odd Lot Index

TRINET GROUP, INC. TNET

Odd lots go first

Read automatically from the filing
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.
StatusClosed
Closing date2022-03-17
How it is pricedDutch auction
Odd-lot thresholdFewer than 100 shares
Must tender everything you holdYes
Must tick the odd-lot box on the formYes
Price offeredUSD $83.00 to $97.00 per share, in steps of $0.50
Most an odd-lot tender could be$8,217.00 to $9,603.00

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...will I be subject to proration? If you own, beneficially or of record, fewer than an aggregate of 100 shares, you properly tender all of such shares at or below the Purchase Price prior to the Expiration Date (and do not properly 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 tender offer are satisfied or waived, we will purchase all of your shares without subjecting them to proration. See Section 1. Can I change my mind after I have tendered shares in the tender offer, but before the Expiration Date? Yes. You may withdraw any...
expiry = 2022-03-17...00 in Value of its Common Stock At a Purchase Price Not Less Than $83.00 Per Share and Not More Than $97.00 Per Share CUSIP: 896288107 ​ ​ THE TENDER OFFER, THE PRORATION PERIOD AND WITHDRAWAL RIGHTS EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, AT THE END OF THE DAY ON MARCH 17, 2022, UNLESS THE TENDER OFFER IS EXTENDED OR TERMINATED. ​ ​ TriNet Group, Inc., a Delaware corporation (“TriNet,” the “Company,” “we,” “us,” or “our”), hereby offers to purchase for cash up to $300,000,000 in value of shares of its issued and...
listed = True...See Section 5. THE TENDER OFFER IS NOT CONDITIONED ON ANY MINIMUM NUMBER OF SHARES BEING TENDERED AND THE TENDER OFFER IS NOT SUBJECT TO A FINANCING CONDITION. THE TENDER OFFER IS, HOWEVER, SUBJECT TO OTHER CONDITIONS. SEE SECTION 7. Our shares are listed and traded on the New York Stock Exchange (“NYSE”) under the trading symbol “TNET.” On February 16, 2022, the last full trading day prior to the commencement of the tender offer, the last reported sale price of the shares on the NYSE was $81.22 per share. You are urged to obtain current market quotations for the shares. See Section 8. OUR BOARD OF DIRECTORS HAS AUTHORIZED THE TENDER OF...
mechanism = DUTCH...of the topics in this summary. Who is offering to purchase my shares? We (TriNet Group, Inc., a Delaware Corporation) are offering to purchase your shares. See Section 1. What will be the Purchase Price for the shares? We are conducting an offer by means of a modified “Dutch auction.” We are offering to purchase up to $300,000,000 in value of shares, upon the terms and subject to the conditions of the tender offer, at a Purchase Price (to be determined as provided herein) of not less than $83.00 per share and not more than $97.00 per share, less any applicable withholding taxes and without interest, for each share w...
must_tender_all = True...ed at the maximum price at which such shares were properly tendered, have been properly tendered and not properly withdrawn prior to the Expiration Date, we will purchase shares: • first, from all stockholders of “odd lots” ​(holders of fewer than 100 shares) who properly tender all of their shares at or below the Purchase Price and do not properly withdraw them prior to the Expiration Date; ​ • second, subject to the conditional tender provisions described in Section 6, on a pro rata basis, with appropriate adjustment to avoid purchases of fractional shares, from all other stockholders who properly tender shares at or below the Pu...
price = USD 83.0-97.0...-exh_a1i - none - 9.0469189s TABLE OF CONTENTS Exhibit (a)(1)(i)​ TRINET GROUP, INC. Offer to Purchase for Cash Up to $300,000,000 in Value of its Common Stock At a Purchase Price Not Less Than $83.00 Per Share and Not More Than $97.00 Per Share CUSIP: 896288107 ​ ​ THE TENDER OFFER, THE PRORATION PERIOD AND WITHDRAWAL RIGHTS EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, AT THE END OF THE DAY ON MARCH 17, 2022, UNLESS THE TENDER OFFER IS EXTENDED OR T...
priority = True...and shares having an aggregate purchase price in excess of $300,000,000, measured at the maximum price at which such shares were properly tendered, have been properly tendered and not properly withdrawn prior to the Expiration Date, we will purchase shares: • first, from all stockholders of “odd lots” ​(holders of fewer than 100 shares) who properly tender all of their shares at or below the Purchase Price and do not properly withdraw them prior to the Expiration Date; ​ • second, subject to the conditional tender provisions described in Section 6, on a pro rata basis, with appropriate adjustment to avoid purchases of fractional shares, from all other stockholde...
threshold = 100...ime, at the end of the day on March 17, 2022 (such date and time, as the same may be extended, the “Expiration Date”), unless extended or terminated. Upon the terms and subject to the conditions of this Offer to Purchase, including the provisions relating to “odd lot” ​(holders of fewer than 100 shares) priority, proration and conditional tenders described in this Offer to Purchase, we will determine a single per share price that we will pay for shares properly tendered and not properly withdrawn pursuant to the tender offer, taking into account the total number of shares tendered and the prices specified, or deemed specified, by tende...
txn_type = TENDER_OFFEREX-99.(A)(1)(I) 2 tm226423d1_exh-a1i.htm EX-(A)(1)(I) tm226423-1_sctoi_DIV_10-exh_a1i - none - 9.0469189s TABLE OF CONTENTS Exhibit (a)(1)(i)​ TRINET GROUP, INC. Offer to Purchase for Cash Up to $300,000,000 in Value of its Common Stock At a Purchase Price Not Less Than $83.00 Per Share and Not More Than $97.00 Per Share CUSIP: 896288107 ​ ​ THE TENDER OFFER, THE PRORATION PERIOD AND WITHDRAWAL RIGHTS EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, AT THE END OF THE DAY ON MARCH 17, 2022, UNLESS THE TENDER OFFER IS...

The filings

FiledFormRoleOn EDGAR
2022-02-17SC TO-Ioriginal (governing)View