UNITED CAPITAL CORP /DE/
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 | 2006-01-10 |
| How it is priced | Dutch auction |
| Odd-lot threshold | Fewer than 100 shares |
| Must tender everything you hold | Not stated |
| Must tick the odd-lot box on the form | Not stated |
| Price offered | USD $23.50 to $24.50 per share |
| Most an odd-lot tender could be | $2,326.50 to $2,425.50 |
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.
expiry = 2006-01-10...ITAL CORP. TO PURCHASE FOR CASH UP TO 1,000,000 SHARES OF ITS COMMON STOCK AT A PURCHASE PRICE NOT IN EXCESS OF $24.50 NOR LESS THAN $23.50 PER SHARE THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON JANUARY 10, 2006, UNLESS THE OFFER IS EXTENDED. SUMMARY ------- WE ARE PROVIDING THIS SUMMARY FOR YOUR CONVENIENCE. IT HIGHLIGHTS MATERIAL INFORMATION IN THIS DOCUMENT, BUT IT DOES NOT DESCRIBE ALL OF THE DETAILS OF OUR OFFER TO THE SAME EXTENT THAT THEY A...
expiry = 2006-01-10...ITAL CORP. TO PURCHASE FOR CASH UP TO 1,000,000 SHARES OF ITS COMMON STOCK AT A PURCHASE PRICE NOT IN EXCESS OF $24.50 NOR LESS THAN $23.50 PER SHARE THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON JANUARY 10, 2006, UNLESS THE OFFER IS EXTENDED. SUMMARY ------- WE ARE PROVIDING THIS SUMMARY FOR YOUR CONVENIENCE. IT HIGHLIGHTS MATERIAL INFORMATION IN THIS DOCUMENT, BUT IT DOES NOT DESCRIBE ALL OF THE DETAILS OF OUR OFFER TO THE SAME EXTENT THAT THEY A...
mechanism = DUTCH...tion. We are offering to purchase up to 1,000,000 shares of our outstanding common stock. See Section 1. WHAT IS THE PURCHASE PRICE? o The price range for our offer is $23.50 to $24.50 per share. We are conducting our offer through a procedure commonly called a "Dutch auction." This procedure allows you to choose a price or prices within this price range at which you are willing to sell your shares. o We will look at the prices chosen by stockholders for all of the shares properly tendered. We will then select the lowest price that will enable us to buy 1,000,000 shares. If the number of shares tendered at or...
mechanism = DUTCH...tion. We are offering to purchase up to 1,000,000 shares of our outstanding common stock. See Section 1. WHAT IS THE PURCHASE PRICE? o The price range for our offer is $23.50 to $24.50 per share. We are conducting our offer through a procedure commonly called a "Dutch auction." This procedure allows you to choose a price or prices within this price range at which you are willing to sell your shares. o We will look at the prices chosen by stockholders for all of the shares properly tendered. We will then select the lowest price that will enable us to buy 1,000,000 shares. If the number of shares tendered at or...
price = USD 23.5-24.5...United Capital Corp., a Delaware corporation. We are offering to purchase up to 1,000,000 shares of our outstanding common stock. See Section 1. WHAT IS THE PURCHASE PRICE? o The price range for our offer is $23.50 to $24.50 per share. We are conducting our offer through a procedure commonly called a "Dutch auction." This procedure allows you to choose a price or prices within this price range at which you are willing to sell your shares. o...
price = USD 23.5-24.5...United Capital Corp., a Delaware corporation. We are offering to purchase up to 1,000,000 shares of our outstanding common stock. See Section 1. WHAT IS THE PURCHASE PRICE? o The price range for our offer is $23.50 to $24.50 per share. We are conducting our offer through a procedure commonly called a "Dutch auction." This procedure allows you to choose a price or prices within this price range at which you are willing to sell your shares. o...
threshold = 100.... For purposes of the Offer, the term "Odd Lots" means all Shares properly tendered, in accordance with the procedures set forth in Section 2, by the Expiration Date at prices at or below the Purchase Price and not withdrawn, by or on behalf of stockholders ("Odd Lot Holders") who, on the date of tender, beneficially hold fewer than 100 Shares. As set forth above, Odd Lots will be accepted for purchase before any proration. In order to qualify for this preference, an Odd Lot Holder must properly tender at a price at or below the Purchase Price all Shares beneficially owned by him and must not make a conditional tender. Partial tenders will not qualify for this preference. This...
threshold = 100.... For purposes of the Offer, the term "Odd Lots" means all Shares properly tendered, in accordance with the procedures set forth in Section 2, by the Expiration Date at prices at or below the Purchase Price and not withdrawn, by or on behalf of stockholders ("Odd Lot Holders") who, on the date of tender, beneficially hold fewer than 100 Shares. As set forth above, Odd Lots will be accepted for purchase before any proration. In order to qualify for this preference, an Odd Lot Holder must properly tender at a price at or below the Purchase Price all Shares beneficially owned by him and must not make a conditional tender. Partial tenders will not qualify for this preference. This...
txn_type = TENDER_OFFER...Shares") of its Common Stock, $0.10 par value per share (the "Common Stock"), to the Company at prices, not in excess of $24.50 nor less than $23.50 per Share, specified by tendering stockholders, upon the terms and subject to the conditions set forth in this Offer to Purchase and in the related Letter of Transmittal (which together constitute the "Offer"). The Company will determine a single per Share price (not in excess of $24.50 nor less than $23.50 per Share) (the "Purchase Price") that it will pay for Shares properly tendered pursuant to the Offer, taking into account the number of Shares so tendered and...
txn_type = TENDER_OFFER...Shares") of its Common Stock, $0.10 par value per share (the "Common Stock"), to the Company at prices, not in excess of $24.50 nor less than $23.50 per Share, specified by tendering stockholders, upon the terms and subject to the conditions set forth in this Offer to Purchase and in the related Letter of Transmittal (which together constitute the "Offer"). The Company will determine a single per Share price (not in excess of $24.50 nor less than $23.50 per Share) (the "Purchase Price") that it will pay for Shares properly tendered pursuant to the Offer, taking into account the number of Shares so tendered and...
The filings
| Filed | Form | Role | On EDGAR |
|---|---|---|---|
| 2005-12-05 | SC TO-I | original (governing) | View |
| 2005-12-20 | SC TO-I/A | amendment | View |