iMergent, Inc. Schedule TO dated 11/3/10 (SEC file no. 005-59275)
Premiere Global Services, Inc. Schedule TO on 10/27/10 (005-47353)
Silgan Holdings Inc. Schedule TO dated 10/8/10 (file no. 005-53165)
Scholastic Corp. Schedule TO dated 9/28/10 (file no. 005-42284)
Each of the companies listed above filed Tender Offer Statements to purchase a specified number of its common shares for cash by means of a modified “Dutch auction.” This procedure allows tendering shareholders to select a price within a price range specified by the company at which such shareholders are willing to sell shares. After the tender offer expires, the company selects the lowest purchase price per share within the range that will allow it to purchase the desired number of shares. All shares are purchased at the same price, even if tendered at a lower price.
The Offer to Purchase is the first exhibit to each filing and includes the background and purpose of the offer. The offers provide shareholders an opportunity to obtain liquidity with respect to all or a portion of their shares without potential disruption to the stock price and the usual transaction costs associated with open market sales, while at the same time increasing non-tendering shareholders’ proportionate interest in the company. It is common for such offers to give priority to holders of fewer than 100 shares (odd lots) in order to reduce the administrative costs of mailing securities filings and notices to such shareholders.
No comments:
Post a Comment