Wilber CORP
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 | 2006-05-04 |
| How it is priced | Dutch auction |
| Odd-lot threshold | Fewer than 100 shares |
| Must tender everything you hold | Yes |
| Must tick the odd-lot box on the form | Not stated |
| Price offered | USD $9.90 to $11.40 per share |
| Cleared at | $11.40 |
| Most an odd-lot tender could be | $1,128.60 |
How it finished
| Shares tendered | 650,000 |
|---|
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 = 2006-05-04...Shares of its Common Stock, Par Value $0.01 Per Share for Cash At a Purchase Price Not Greater Than $11.40 Nor Less Than $9.90 Per Share THE OFFER TO PURCHASE, PRORATION PERIOD AND WITHDRAWAL RIGHTS EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON MAY 4, 2006 UNLESS THE OFFER TO PURCHASE IS EXTENDED Questions or requests for assistance or for additional copies of this Offer to Purchase, the Letter of Transmittal or other tender offer materials may be directed to Sandler O'Neill & Partners, L.P....
listed = True...condition may not be waived. The Exchange Act requires that all conditions to the Offer to Purchase must be satisfied or waived before the Expiration Date. 8. PRICE RANGE OF SHARES; DIVIDENDS Until February 11, 2004, the Company's common stock was inactively traded on the NASDAQ Over-the-Counter Bulletin Board under the symbol "WLB.OB". On February 12, 2004, the Company's common stock began trading on the Amex(R) under the symbol "GIW". The following table sets forth the high and low sales prices, and dividends declared, for the shares as reported on the NASDAQ Over-the-Counter Bulletin Board and Amex(R) for the...
mechanism = DUTCH...approved a repurchase of 650,000 shares of The Wilber Corporation's common stock, or 5.8% of our 11,145,937 outstanding shares. A copy of the Offer to Purchase dated April 4, 2006 is enclosed. We are conducting the offer through a procedure referred to as a "Modified Dutch Auction." This procedure allows you to select the price at which you are willing to sell, or tender, all or part of your shares within a price range of not more than $11.40 per share and not less than $9.90 per share. Upon expiration of the offer, we will select the lowest purchase price from those shares tendered that will allow us to buy 650,0...
mechanism = DUTCH...DATE: May 25, 2006 FROM: Douglas C. Gulotty, President and CEO PHONE: 607-433-4172 Oneonta, New York: The Wilber Corporation (Amex: GIW) (the “Company”), the holding company for Wilber National Bank, Oneonta, New York, announced today the final results of its modified Dutch auction self-tender offer. Mr. Douglas C. Gulotty, the Company’s President and CEO, announced, “Today the Company’s Board of Directors met and determined that all 536,155 shares tendered will be purchased by the Company at a price of $11.40 per share.” Under the terms of the Offer, which commenced on April 4, 2006 and expired on May 18, 2006, th...
must_tender_all = True...rst from any shareholder who owned, beneficially or of record, as of the close of business on March 17, 2006 and continues to own, beneficially or of record, as of the Expiration Date of the Offer (as defined herein), an aggregate of fewer than 100 shares and who validly tenders all of his or her shares; and (ii) then, subject to proration as described in this Offer to Purchase, from all other tendering shareholders. This means that we will not purchase all of the shares that you may tender to us if too many shares are tendered by our shareholders, unless you qualify as an "odd lot" holder as described in (i) above. In the event more th...
price = USD 11.4...r extending our offer. Based upon the 11,145,937 shares currently outstanding, this means that we could elect to purchase up to an additional 222,919 shares, which, at the maximum purchase price of $11.40 per share, would be an additional purchase cost of $2,541,277, exclusive of associated costs and expenses. Although we will consider making such additional purchases, we have no obligation to do so and you should not base your de...
price = USD 9.9-11.4...of the Offer, which commenced on April 4, 2006 and expired on May 18, 2006, the Company offered to purchase up to 650,000 shares. Shares could be tendered by holders at any price from $9.90 to $11.40 per share. However, under the Dutch-style auction, all shares, upon final determination by the Company, are to be purchased at the same price. Mr. Gulotty, continued, “We are pleased with these results. Our goal from the onset of...
threshold = 100...r conditional tenders will not qualify for this preference, and it is not available to beneficial holders of 100 or more shares, even if the holders have separate stock certificates for fewer than 100 shares. By accepting this Offer to Purchase, a shareholder owning beneficially fewer than 100 shares will avoid the payment of brokerage commissions and the applicable odd lot charge payable in a sale of such shares in a transaction effected on a securities exchange. 4 As of March 17, 2006 there were approximately 532 holders of record of shares of The Wilber Corporation. Approximately 90 of these holders of record held individually few...
txn_type = TENDER_OFFER...nsaction subject to Rule 13e-3. [_] amendment to Schedule 13D under Rule 13d-2. Check the following box if the filing is a final amendment reporting the results of the tender offer: [_] Item 1. Summary Term Sheet. The information set forth in "Summary" of the Offer to Purchase dated April 4, 2006 ("Offer to Purchase") is incorporated herein by reference. Item 2. Subject Company Information. (a) The issuer of the securities to which this Schedule TO relates is The Wilber Corporation, a New York corporation. The address of its principal executive office, and its mailing address is 245 Main Street, Oneonta, New Y...
txn_type = TENDER_OFFER...2006 and May 18, 2006 (the “Schedule TO”) by The Wilber Corporation, a New York corporation (the"Company"), relating to an offer by the Company to purchase up to 650,000 shares of its common stock upon the terms and subject to the conditions set forth in the Offer to Purchase, dated April 4, 2006, and the related offer materials filed as Exhibits (a)(1)(i),(ii); (a)(2)(i-xii); (a)(5)(i-iii) and (d)(1) to the Schedule TO. Item 12 of the Schedule TO is hereby amended as follows: Item 12. Exhibit. (a)(2)(xiii) Text of press release issued by the Company on May 25, 2006, announcing the final results of the tender...
final_price = 11.4..., without amending or extending our offer. Based upon the 11,145,937 shares currently outstanding, this means that we could elect to purchase up to an additional 222,919 shares, which, at the maximum purchase price of $11.40 per share, would be an additional purchase cost of $2,541,277, exclusive of associated costs and expenses. Although we will consider making such additional purchases, we have no obligation to do so and you should not base your decision on whether to tender your shares or the price at whic...
tendered = 650000...ts principal executive office, and its mailing address is 245 Main Street, Oneonta, New York 13820; 607 432-1700. (b) This Schedule TO relates to the offer by The Wilber Corporation to purchase up to 650,000 shares, or such lesser number of shares as are properly tendered, of its common stock, $0.01 par value per share, 11,145,937 of which shares were outstanding as of March 17, 2006. (c) The information set forth in "Summary" and "Section 8, Price Range of Shares; Dividends" of the Offer to Purchase is incorporated herein by reference. Item 3. I...
The filings
| Filed | Form | Role | On EDGAR |
|---|---|---|---|
| 2006-04-04 | SC TO-I | original (governing) | View |
| 2006-05-25 | SC TO-I/A | amendment | View |