Odd Lot Index

VIRTUS INVESTMENT PARTNERS, INC. VRTS

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.
StatusClosed
Closing date2016-06-08
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 $73.00 to $82.50 per share
Most an odd-lot tender could be$7,227.00 to $8,167.50

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.

election_required = True...Shares, will I be subject to proration? If you own, beneficially or of record, fewer than 100 Shares in the aggregate, you properly tender all of these Shares at or below the Purchase Price and do not properly withdraw them before the Expiration Date, and you complete the section entitled “Odd Lots” in the Letter of Transmittal and, if applicable, in the Notice of Guaranteed Delivery, we will purchase all of your Shares without subjecting them to proration. See Section 1. Has Virtus or its Board of Directors adopted a position on the Offer? Our Board of Directors has authorized us to make the Offer. However, neither we nor the Board of Directors, the Dealer Man...
expiry = 2016-06-08...INVESTMENT PARTNERS, INC. UP TO $75,000,000 OF SHARES OF ITS COMMON STOCK AT A PURCHASE PRICE NOT GREATER THAN $82.50 NOR LESS THAN $73.00 PER SHARE THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON WEDNESDAY, JUNE 8, 2016, UNLESS THE OFFER IS EXTENDED (SUCH DATE AND TIME, AS THEY MAY BE EXTENDED, THE “EXPIRATION DATE”). Virtus Investment Partners, Inc. (“Virtus,” the “Company,” “we,” “us,” or “our”) is offering to purchase for cash shares of our common stoc...
listed = True...approximately 12.4% of our issued and outstanding Shares as of May 6, 2016. The Offer is not conditioned on the receipt of financing or any minimum number of Shares being tendered. The Offer is, however, subject to other conditions. See Section 7. The Shares are listed on the NASDAQ Global Market LLC (the “NASDAQ”) and trade under the symbol “VRTS.” On May 6, 2016, the last full trading day before we announced our intention to make the Offer, the last reported sale price of the Shares was $74.12 per Share. On May 9, the last full trading day before we commenced the Offer, the last reported sale price of the Shares was $78.48 per Share...
mechanism = DUTCH...number of Shares being tendered by shareholders but is subject to certain other conditions. See Section 7. What will be the purchase price for the Shares and what will be the form of payment? We are conducting this Offer through a procedure commonly called a “modified Dutch auction.” This procedure allows you to select the price within a price range specified by us at which you are willing to sell your Shares. The price range for the Offer is $73.00 to $82.50 per Share. See Section 1. We will select the single lowest purchase price (in multiples of $0.50) (the “Purchase Price”) within the specified price range for...
must_tender_all = True...with an efficient way to sell their Shares without incurring brokerage commissions, solicitation fees or stock transfer taxes associated with open market sales. Furthermore, “Odd Lot Holders” (as defined in Section 1) who hold Shares registered in their names and tender all of their Shares directly to the Depositary and whose Shares are purchased in the Offer will avoid any applicable Odd Lot discounts that might otherwise be payable on sales of their shares. See Sections 1 and 2. In determining to proceed with the Offer, our management and Board of Directors evaluated the Company’s operations, financial condition, capital...
price = USD 73.0-82.5...re commonly called a “modified Dutch auction.” This procedure allows you to select the price within a price range specified by us at which you are willing to sell your Shares. The price range for the Offer is $73.00 to $82.50 per Share. See Section 1. We will select the single lowest purchase price (in multiples of $0.50) (the “Purchase Price”) within the specified price range for the Offer that will allow us to purchase the maximum number o...
threshold = 100...red must have properly tendered all of their Shares and not properly withdrawn them before the Expiration Date. Therefore, we may not purchase all of the Shares that you tender even if you tender them at or below the Purchase Price. See Sections 1 and 6. If I own fewer than 100 Shares and I tender all of my Shares, will I be subject to proration? If you own, beneficially or of record, fewer than 100 Shares in the aggregate, you properly tender all of these Shares at or below the Purchase Price and do not properly withdraw them before the Expiration Date, and you complete the section entitled “Odd Lots” in the Letter o...
txn_type = TENDER_OFFEREX-99.(A)(1)(A) 2 d183531dex99a1a.htm OFFER TO PURCHASE OFFER TO PURCHASE Table of Contents Exhibit (a)(1)(A) OFFER TO PURCHASE FOR CASH BY VIRTUS INVESTMENT PARTNERS, INC. UP TO $75,000,000 OF SHARES OF ITS COMMON STOCK AT A PURCHASE PRICE NOT GREATER THAN $82.50 NOR LESS THAN $73.00 PER SHARE THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON...

The filings

FiledFormRoleOn EDGAR
2016-05-10SC TO-Ioriginal (governing)View