Rhode Island Schedule 14D-9 - Solicitation - Recommendation Statement
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Regulation 14D (§§ 240.14d?1 through 240.14d?101) shall apply to any tender offer that is subject to section 14(d)(1) of the Act (15 U.S.C. 78n(d)(1)), including, but not limited to, any tender offer for securities of a class described in that section that is made by an affiliate of the issuer of such class.
To prevent hedged tendering and over-tendering, Rule 14e-4 requires the short-position calculation in a partial tender offer to include the amount of subject securities that the person is obligated to deliver upon exercise of a standardized in-the-money call option sold on or after the date that a tender offer is first ...
As a means reasonably designed to prevent fraudulent, deceptive or manipulative acts or practices in connection with a tender offer for equity securities, no covered person may directly or indirectly purchase or arrange to purchase any subject securities or any related securities except as part of the tender offer.
Schedule 14D-9 is a filing with the Securities and Exchange Commission (SEC) when an interested party, such as an issuer, a beneficial owner of securities, or a representative of either, makes a solicitation or recommendation statement to the shareholders of another company with respect to a tender offer.
A tender offer is only open for a limited period of time and is made to each individual security holder. That means each security holder can decide for him or herself whether to tender his or her securities. In addition, the terms of the tender offer, such as the price offered to purchase securities, are fixed.
