Offer

XBiotech Commences Tender Offer to Purchase up to $420,000,000 of its Shares

Retrieved on: 
Tuesday, January 14, 2020
Immunology, Antibody, Glycoproteins, Immunity, Offer

The Offer is made upon the terms and subject to the conditions described in the offer to purchase and in the related letter of transmittal.

Key Points: 
  • The Offer is made upon the terms and subject to the conditions described in the offer to purchase and in the related letter of transmittal.
  • The Offer is scheduled to expire at 5:00 p.m., New York City time, on February 12, 2020, unless the Offer is extended.
  • However, the Offer is subject to a number of other terms and conditions, which are described in detail in the offer to purchase.
  • XBiotech currently is advancing a pipeline of therapies by harnessing naturally occurring antibodies from patients with immunity to certain diseases.

Alpha Holdings Makes Superior, $39.3 Million Offer to OncoSec

Retrieved on: 
Tuesday, January 14, 2020
Biotechnology, Finance, Oncology, Health, Banking, Professional services, Technology, Semiconductor, Corporate finance, Financial economics, Corporations, Finance, Tender offer, Takeover, Stock, Offer

The proposal represents an additional $9.3 million of value compared with the $30 million takeover offer from China Grand,1 along with the opportunity for stockholders to receive a cash premium for 35% of OncoSec shares through a tender offer of $2.50 per share.

Key Points: 
  • The proposal represents an additional $9.3 million of value compared with the $30 million takeover offer from China Grand,1 along with the opportunity for stockholders to receive a cash premium for 35% of OncoSec shares through a tender offer of $2.50 per share.
  • Alpha believes the key terms of its proposed financing are significantly more favorable to OncoSec and its stockholders than those offered by China Grand.
  • The purchase of the second tranche of common stock would be completed no later than one year after Alpha and OncoSec enter into a definitive agreement.
  • Upon closing of the tender offer, Alpha would have the right to appoint three additional directors to the OncoSec board, resulting in Alpha appointing four of the seven directors.

Diana Shipping Inc. Commences Self Tender Offer to Purchase Up to 3,030,303 Shares

Retrieved on: 
Friday, January 3, 2020
Corporate finance, Tender offer, Offer, Tender

The tender offer is not conditioned upon any minimum number of shares being tendered; however, the tender offer is subject to a number of other terms and conditions.

Key Points: 
  • The tender offer is not conditioned upon any minimum number of shares being tendered; however, the tender offer is subject to a number of other terms and conditions.
  • Specific instructions and an explanation of the terms and conditions of the tender offer are contained in the Offer to Purchase and related materials that are being mailed to shareholders.
  • Diana Shipping Inc. is a global provider of shipping transportation services through its ownership of dry bulk vessels.
  • The information in this press release describing Diana Shipping Inc.s tender offer is for informational purposes only and does not constitute an offer to buy or the solicitation of an offer to sell shares of Diana Shipping Inc.s common stock in the tender offer.

Announcement Regarding Amendments to the Press Release titled “Announcement of Commencement of Tender Offer for Shares of UNIZO Holdings Company, Limited (Securities Code: 3258)” due to Changes of Conditions of Tender Offer

Retrieved on: 
Monday, December 30, 2019
Professional services, Other Professional Services, Insurance, Finance, Consulting, Banking, Accounting, Corporate finance, Tender offer, Offer, Tender

While Sapporo GK (hereinafter referred to as the Tender Offeror) commenced the tender offer for the common shares of UNIZO Holdings Company, Limited (Code No.

Key Points: 
  • While Sapporo GK (hereinafter referred to as the Tender Offeror) commenced the tender offer for the common shares of UNIZO Holdings Company, Limited (Code No.
  • In addition, the Tender Offeror set the period of the Tender Offer before the 1st Change of Tender Offer Conditions as 30 business days, even though the minimum tender offer period required under law is 20 business days (Please note that the tender offer period was extended to 34 business days after the 1st Change of Tender Offer Conditions, then to 41 business days after the 2nd Change of Tender Offer Conditions, to 51 business days after the 3rd Change of Tender Offer Conditions, to 56 business days after the 4th Change of Tender Offer Conditions, to 60 business days after the 5th Change of Tender Offer Conditions, to 70 business days after the 6th Change of Tender Offer Conditions, to 80 business days after the 7th Change of Tender Offer Conditions, to 90 business days after the 8th Change of Tender Offer Conditions, and thereafter, to 93 business days after the 9th Change of Tender Offer Conditions).
  • In addition, the Tender Offeror set the period of the Tender Offer before the 1st Change of Tender Offer Conditions as 30 business days, even though the minimum tender offer period required under law is 20 business days (Please note that the tender offer period was extended to 34 business days after the 1st Change of Tender Offer Conditions, then to 41 business days after the 2nd Change of Tender Offer Conditions, to 51 business days after the 3rd Change of Tender Offer Conditions, to 56 business days after the 4th Change of Tender Offer Conditions, to 60 business days after the 5th Change of Tender Offer Conditions, to 70 business days after the 6th Change of Tender Offer Conditions, to 80 business days after the 7th Change of Tender Offer Conditions, to 90 business days after the 8th Change of Tender Offer Conditions, to 93 business days after the 9th Change of Tender Offer Conditions, and thereafter, to 100 business days after the 10th Change of Tender Offer Conditions).
  • As mentioned above, it is provided for in the MOU that in the event UNIZO withdraws the opinion to approve the Tender Offer by the Tender Offeror and expresses its approval for a tender offer conducted by H.I.S.

Prosus N.V.: Publication of Final Increased Cash Offer Document

Retrieved on: 
Monday, December 23, 2019
Technology, Finance, Entertainment, Online, Professional services, Software, Food, Beverage, Internet, Retail, Offer, Acceptance, Contract law, South African law, Emotion, Human behavior, Law of obligations

The Final Increased Offer is subject to the terms and conditions set out in the Final Increased Offer Document and the Third Form of Acceptance.

Key Points: 
  • The Final Increased Offer is subject to the terms and conditions set out in the Final Increased Offer Document and the Third Form of Acceptance.
  • The Final Increased Offer is a revision to the Increased Offer and should be construed accordingly.
  • Capitalised terms in this announcement, unless otherwise defined, have the same meanings as set out in the Final Increased Offer Document in respect of the Offer (including words or expressions defined in the Final Increased Offer Document by reference to the Offer Document).
  • The Final Increased Offer will be being implemented solely pursuant to the terms of the Final Increased Offer Document, which will contain further information about the Final Increased Offer.

Prosus: Final Increased Cash Offer

Retrieved on: 
Thursday, December 19, 2019
Technology, Finance, Entertainment, Online, Professional services, Software, Food, Beverage, Internet, Retail, Economy, Finance, Money, Insurance, Insurance industry, Offer, Corporate finance

Under the terms of the Final Increased Offer, Just Eat Shareholders will be entitled to receive:

Key Points: 
  • Under the terms of the Final Increased Offer, Just Eat Shareholders will be entitled to receive:
    The terms of the Final Increased Offer value the entire issued and to be issued ordinary share capital of Just Eat at approximately 5.5 billion and represent a premium of approximately:
    The financial terms of the Final Increased Offer are final and will not be increased.
  • Just Eat Shareholders wishing to accept the Final Increased Offer in respect of certificated Just Eat Shares should complete either: (a) the Second Form of Acceptance accompanying the Increased Offer Document; or (b) the Third Form of Acceptance which will accompany the Final Increased Offer Document in due course.
  • The Final Increased Offer will be subject to the terms and conditions set out in the Final Increased Offer Document.
  • The Final Increased Offer will be being implemented solely pursuant to the terms of the Final Increased Offer Document, which will contain further information about the Final Increased Offer.

Announcement Regarding Amendments to the Press Release titled “Announcement of Commencement of Tender Offer for Shares of UNIZO Holdings Company, Limited (Securities Code: 3258)” due to Changes of Conditions of Tender Offer

Retrieved on: 
Wednesday, December 18, 2019
Banking, Professional services, Finance, Corporate finance, Tender offer, Offer, Tender

While Sapporo GK (hereinafter referred to as the Tender Offeror) commenced the tender offer for the common shares of UNIZO Holdings Company, Limited (Code No.

Key Points: 
  • While Sapporo GK (hereinafter referred to as the Tender Offeror) commenced the tender offer for the common shares of UNIZO Holdings Company, Limited (Code No.
  • through the Tender Offer.
  • (3) Measures to Ensure Fairness of Tender Offer Price and Avoid Conflicts of Interest, and Other Measures to Ensure Fairness of Tender Offer
    In addition, the Tender Offeror set the period of the Tender Offer before the 1st Change of Tender Offer Conditions as 30 business days, even though the minimum tender offer period required under law is 20 business days (Please note that the tender offer period was extended to 34 business days after the 1st Change of Tender Offer Conditions, then to 41 business days after the 2nd Change of Tender Offer Conditions, to 51 business days after the 3rd Change of Tender Offer Conditions, to 56 business days after the 4th Change of Tender Offer Conditions, to 60 business days after the 5th Change of Tender Offer Conditions, to 70 business days after the 6th Change of Tender Offer Conditions, to 80 business days after the 7th Change of Tender Offer Conditions, and thereafter, to 90 business days after the 8th Change of Tender Offer Conditions).
  • In addition, the Tender Offeror set the period of the Tender Offer before the 1st Change of Tender Offer Conditions as 30 business days, even though the minimum tender offer period required under law is 20 business days (Please note that the tender offer period was extended to 34 business days after the 1st Change of Tender Offer Conditions, then to 41 business days after the 2nd Change of Tender Offer Conditions, to 51 business days after the 3rd Change of Tender Offer Conditions, to 56 business days after the 4th Change of Tender Offer Conditions, to 60 business days after the 5th Change of Tender Offer Conditions, to 70 business days after the 6th Change of Tender Offer Conditions, to 80 business days after the 7th Change of Tender Offer Conditions, to 90 business days after the 8th Change of Tender Offer Conditions, and thereafter, to 93 business days after the 9th Change of Tender Offer Conditions).

Merck Begins Tender Offer to Acquire ArQule

Retrieved on: 
Tuesday, December 17, 2019
Oncology, Health, General Health, Pharmaceutical, Cardiology, Biotechnology, Veterinary, Corporate finance, SEC filings, Tender offer, Schedule TO, Offer, Tender

Upon the successful closing of the tender offer, stockholders of ArQule will receive $20 in cash for each share of ArQule common stock validly tendered and not validly withdrawn in the offer, without interest and less any required withholding taxes.

Key Points: 
  • Upon the successful closing of the tender offer, stockholders of ArQule will receive $20 in cash for each share of ArQule common stock validly tendered and not validly withdrawn in the offer, without interest and less any required withholding taxes.
  • Following the purchase of shares in the tender offer, ArQule will become a wholly-owned subsidiary of Merck.
  • Merck will file today with the U.S. Securities and Exchange Commission (the SEC) a tender offer statement on Schedule TO, which provides the terms of the tender offer.
  • Additionally, ArQule will file with the SEC a solicitation/recommendation statement on Schedule 14D-9 that includes the recommendation of the ArQule board of directors that their stockholders accept the tender offer and tender their shares.

The Mexico Equity and Income Fund, Inc. Announces Tender Offer

Retrieved on: 
Thursday, December 12, 2019
Banking, Other Professional Services, Professional services, Finance, SEC filings, Corporate finance, Tender offer, Schedule TO, Tender, Offer, Mini-tender offer, Williams Act

The tender offer will expire at 5:00 p.m., Eastern Time, on January 31, 2020 (the Termination Date), unless the tender offer is extended.

Key Points: 
  • The tender offer will expire at 5:00 p.m., Eastern Time, on January 31, 2020 (the Termination Date), unless the tender offer is extended.
  • The Fund has filed with the Commission a tender offer statement on Schedule TO under the Securities Exchange Act of 1934, as amended, relating to the tender offer.
  • Common stockholders of the Fund should read the tender offer statement carefully as it contains important information.
  • Stockholders may obtain the tender offer statement and other filed documents without charge at the SECs website at http://www.sec.gov .

Diana Shipping Inc. Announces Preliminary Results of Self Tender Offer for Shares of Common Stock

Retrieved on: 
Thursday, December 12, 2019
Corporate finance, Tender offer, Tender, Computershare, Offer, Companies

Based on a preliminary count by Computershare Trust Company, N.A., the depositary for the tender offer, the total number of shares tendered in the tender offer was 12,168,127 shares, including 1,049,092 shares tendered pursuant to the guaranteed delivery procedure described in the tender offer documents.

Key Points: 
  • Based on a preliminary count by Computershare Trust Company, N.A., the depositary for the tender offer, the total number of shares tendered in the tender offer was 12,168,127 shares, including 1,049,092 shares tendered pursuant to the guaranteed delivery procedure described in the tender offer documents.
  • The final results of the tender offer, including the final proration factor, will be announced promptly following completion of the confirmation process.
  • The information in this press release describing the Companys tender offer is for informational purposes only and does not constitute an offer to buy or the solicitation of an offer to sell shares of the Companys common stock in the tender offer.
  • Shareholders are urged to carefully read all of these materials prior to making any decision with respect to the tender offer.