Odd Lot Index

WENDYS INTERNATIONAL INC

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 date2006-11-16
How it is pricedDutch auction
Odd-lot threshold—
Must tender everything you holdYes
Must tick the odd-lot box on the formNot stated
Price offeredUSD $33.00 to $36.00 per share, in steps of $0.25
Most an odd-lot tender could be$3,267.00 to $3,564.00

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.

expiry = 2006-11-16...s of its Common Stock (Including the Associated Stock Purchase Rights) At a Purchase Price Not Greater Than $36.00 Nor Less Than $33.00 Per Share THE OFFER, THE PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., EASTERN STANDARD TIME, ON THURSDAY, NOVEMBER 16, 2006, UNLESS THE OFFER IS EXTENDED (“THE EXPIRATION DATE”). Wendy’s International, Inc., an Ohio corporation (“Wendy’s,” the “Company,” “we” or “us”), invites our shareholders to tender up to 22,222,222 shares of our common stock, $0.10 stated...
listed = True..., between us and American Stock Transfer and Trust Company. All Shares tendered and purchased will include such associated stock purchase rights. THE OFFER IS SUBJECT TO IMPORTANT CONDITIONS. SEE SECTION 7, “CONDITIONS OF THE OFFER.” The Shares are listed and traded on the New York Stock Exchange (“NYSE”) under the symbol “WEN.” On October 17, 2006, the last full trading day before the commencement of the Offer, the last reported sale price of the Shares on the NYSE was $34.57 per share. You are urged to obtain current market quotations for the Shares. See Section 8, “Price Range of Shares; Dividends.” The Offer is an element of our ove...
mechanism = DUTCH...lete discussion. Who is offering to purchase my Shares? Wendy’s is offering to purchase up to 22,222,222 Shares of our outstanding common stock. What will the Purchase Price for the Shares be? We are conducting the Offer through a procedure commonly called a “modified Dutch Auction.” This procedure allows you to select the price (in increments of $0.25) within a price range specified by us at which you are willing to sell your Shares. The price range for this offer is $33.00 to $36.00 per Share. The Purchase Price will be the lowest price at which, based on the number of Shares tendered and the prices specified by...
must_tender_all = True...rchased in the Offer (for which the condition was not initially satisfied) at or below the Purchase Price by random lot, to the extent feasible. To be eligible for purchase by random lot, shareholders whose Shares are conditionally tendered must have properly tendered all of their Shares. See Section 6, “Conditional Tender of Shares.” Therefore, we may not purchase all of the Shares that you tender even if you tender them at or below the Purchase Price selected by us. See Section 1, “Number of Shares; Proration.” Can I tender Shares in the Offer subject to the condition that a specified minimum number of my Shares must b...
price = USD 33.0-36.0...ified Dutch Auction.” This procedure allows you to select the price (in increments of $0.25) within a price range specified by us at which you are willing to sell your Shares. The price range for this offer is $33.00 to $36.00 per Share. The Purchase Price will be the lowest price at which, based on the number of Shares tendered and the prices specified by the tendering shareholders, we can purchase up to 22,222,222 Shares, or such lesser num...
txn_type = TENDER_OFFEREX-99.(A)(1)(I) 2 dex99a1i.htm OFFER TO PURCHASE, DATED OCTOBER 18, 2006 Offer to Purchase, dated October 18, 2006 EXHIBIT (a)(1)(i) Offer to Purchase for Cash by Wendy’s International, Inc. of Up to 22,222,222 Shares of its Common Stock (Including the Associated Stock Purchase Rights) At a Purchase Price Not Greater Than $36.00 Nor Less Than $33.00 Per Share THE OFFER, THE PRORATION P...

The filings

FiledFormRoleOn EDGAR
2006-10-18SC TO-Ioriginal (governing)View