PROCEDURE FOR TENDERING SHARES Sample Clauses

PROCEDURE FOR TENDERING SHARES. For a KCPL Shareholder to validly tender Shares pursuant to the Offer, (i) a properly completed and duly executed Letter of Transmittal (or manually executed facsimile thereof), together with any required signature guarantees, or an Agent's Message (as defined herein) in connection with a book-entry transfer, and any other required documents, must be transmitted to and received by the Exchange Agent at one of its addresses set forth on the back cover of this Prospectus and either certificates for tendered Shares must be received by the Exchange Agent at such address or such Shares must be tendered pursuant to the procedures for book-entry tender set forth under "The Offer--Procedure for Tendering" (and a confirmation of receipt of such tender received), in each case, prior to the Expiration Date, or (ii) such KPCL Shareholder must comply with the guaranteed delivery procedure set forth under "The Offer--Procedure for Tendering." THE METHOD OF DELIVERY OF SHARE CERTIFICATES AND ALL OTHER REQUIRED DOCUMENTS, INCLUDING DELIVERY THROUGH ANY BOOK-ENTRY TRANSFER FACILITY, IS AT THE OPTION AND RISK OF THE TENDERING SHAREHOLDER, AND THE DELIVERY WILL BE DEEMED MADE ONLY WHEN ACTUALLY RECEIVED BY THE EXCHANGE AGENT. IF DELIVERY IS BY MAIL, REGISTERED MAIL WITH RETURN RECEIPT REQUESTED, PROPERLY INSURED, IS RECOMMENDED. IN ALL CASES, SUFFICIENT TIME SHOULD BE ALLOWED TO ENSURE TIMELY DELIVERY. Certain Federal Income Tax Consequences. In the opinions of Xxxxxxxx & Xxxxxxxx and LeBoeuf, Lamb, Xxxxxx & XxxXxx, L.L.P., special counsel to Western Resources, which opinions are based upon certain assumptions made with the consent of Western Resources, exchanges of Shares for Western Resources Common Stock pursuant to the Offer and the Merger will be treated for federal income tax purposes as exchanges pursuant to a plan of reorganization within the meaning of the Code, and no gain or loss will be recognized by (i) Western Resources or KCPL as a result of the Offer or the Merger or (ii) a holder of Shares upon the exchange in the Offer or the Merger of such Shares solely for Western Resources Common Stock, except with respect to the receipt of cash in lieu of fractional shares of Western Resources Common Stock. All Shareholders should carefully read the summary of the federal income tax consequences of the Offer and the Merger under "The Offer--Certain Federal Income Tax Consequences" and are urged to consult with their own tax advisors as to the federal, state, local and f...
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PROCEDURE FOR TENDERING SHARES. For a shareholder validly to tender Shares pursuant to the Offer, a properly completed and duly executed Letter of Transmittal (or facsimile thereof), together with any required signature guarantees and any other required documents, must be transmitted to and received by the Depository at one of its addresses set forth on page 17 of this Offer to Purchase and, if such shareholder's tendered Shares are represented by certificates, the certificates for the tendered Shares must be received by the Depository at such address, in each case prior to the Expiration Date. Signatures on Letters of Transmittal must be guaranteed by a firm which is a member of a registered national securities exchange or of the National Association of Securities Dealers, Inc. (the "NASD") or by a commercial bank or trust company having an office, branch or agency in the United States (an "Eligible Institution") in cases where Shares held in uncertificated form are tendered. If the certificates are registered in the name of a person other than the signer of the Letter of Transmittal the certificates must be endorsed or accompanied by appropriate stock powers, in either case signed exactly as the name or names of the registered owner or owners appear on the certificates, with the signature(s) on the certificates or stock powers guaranteed as aforesaid. The method of delivery of all required documents is at the election and risk of each tendering shareholder. If delivery is by mail, registered mail with return receipt requested, properly insured, is recommended. To prevent United States federal income tax backup withholding with respect to the purchase price of Shares purchased pursuant to the Offer, a shareholder who does not otherwise establish an exemption from such backup withholding must provide the Depository with his correct taxpayer identification number and certify that he is not subject to backup withholding by completing the Substitute Form W-9 included in the Letter of Transmittal. Foreign shareholders who have not previously submitted a Form W-8 to the Fund must do so in order to avoid backup withholding. See Section 5. All questions as to the validity, form, eligibility (including time of receipt) and acceptance for payment of any tender of Shares will be determined by the Fund, in its sole discretion, which determination shall be final and binding. The Fund reserves the absolute right to reject any and all tenders of Shares it determines not to be in proper form or the acc...
PROCEDURE FOR TENDERING SHARES. Shares Registered In Your Own Name. To tender shares registered in your own name, you must send -- on or prior to the Expiration Date -- the following documents to American National Bank, JDC & CSF Depository, Trust Department, 0000 X. Xxxxx Xxxxxx, Xxxxxx, XX 00000, the Depository for this Offer in the enclosed addressed and stamped envelope:
PROCEDURE FOR TENDERING SHARES. Proper Tender of Shares. For Shares to be properly tendered pursuant to the Offer:
PROCEDURE FOR TENDERING SHARES. To tender Shares pursuant to the Offer, either (i) the Depositary must receive at one of its addresses set forth on the back cover of this Offer to Purchase (A) a properly completed and duly executed Letter of Transmittal and any other documents required by the Letter of Transmittal and (B) certificates for the Shares to be tendered or delivery of such Shares pursuant to the procedures for book-entry transfer described below (and a confirmation of such delivery including an Agent’s Message (as defined below) if the tendering stockholder has not delivered a Letter of Transmittal), in each case by the Expiration Date, or (ii) the guaranteed delivery procedure described below must be complied with. Hertz employees who wish to tender their Shares held under the Hertz Employee Stock Purchase Plan must comply with the procedures described below under “Employee Stock Purchase Plan.”
PROCEDURE FOR TENDERING SHARES. Shareholders wishing to tender Shares pursuant to the Offer should mail or otherwise deliver a completed and executed Letter of Transmittal to the Subadministrator at the address listed on the last page of this Offer to Purchase. The completed and executed Letter of Transmittal must be received by the Subadministrator no later than the Expiration Date. The Fund recommends that all documents be submitted to the Subadministrator via certified mail, return receipt requested, or by express delivery service. Shareholders who wish to confirm receipt of a Letter of Transmittal may contact the Subadministrator at the address or telephone numbers listed on the last page of this Offer to Purchase. All questions as to the validity, form, eligibility (including time of receipt), payment and acceptance for payment of any tender of Shares will be determined by the Fund, in its sole discretion, which determination shall be final and binding. The Fund reserves the absolute right to reject any and all tenders of Shares it determines not to be in proper form or the acceptance for payment of which may, in the opinion of its counsel, be unlawful. The Fund also reserves the absolute right to waive any of the conditions of the Offer or any defect or irregularity in the tender of any Shares. No tender of Shares will be deemed to have been validly made until all defects and irregularities have been cured or waived. Neither the Fund, the Subadministrator, Allegiance Investment Management, LLC, the Fund's administrator (the "Administrator" and together with the Subadministrator, the "Administrators") A T Funds, LLC, the Fund's investment adviser (the "Adviser"), Treesdale Partners, LLC, the Fund's investment subadviser (the "Subadviser" and together with the Adviser, the "Advisers"), nor any other person shall be under any duty to give notification of any defects or irregularities in tenders, nor shall any of the foregoing incur any liability for failure to give any such notification. The Fund's interpretation of the terms and conditions of the Offer (including the Letter of Transmittal and instructions thereto) will be final and binding. Payment for Shares tendered and accepted for payment pursuant to the Offer will be made, in all cases, only after timely receipt of a properly completed and duly executed Letter of Transmittal for such Shares, and any other documents required by the Letter of Transmittal. The tender of Shares pursuant to any of the procedures described in this Sec...
PROCEDURE FOR TENDERING SHARES. To tender Shares pursuant to the Offer, either (a) a properly completed and duly executed Letter of Transmittal (or facsimile thereof) and any other documents required by the Letter of Transmittal must be received by the Depositary at one of its addresses set forth on the back cover of this Offer to Purchase and either certificates for the Shares to be tendered must be received by the Depositary at one of such addresses or such Shares must be delivered pursuant to the procedures for book-entry transfer described below (and a confirmation of such delivery, including an Agent's Message (as defined below), must be received by the Depositary if the tendering stockholder has not delivered a Letter of Transmittal), in each case on or prior to the Expiration Date, or (b) the guaranteed delivery procedure described below must be complied with.
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PROCEDURE FOR TENDERING SHARES. If your Shares are registered in the name of your broker, dealer, commercial bank, trust company or other nominee, you must contact the entity and request that your Shares be tendered to the Fund. If you wish to tender your Shares and your respective Shares are registered in your name, you may send your properly completed and executed Letter of Transmittal and any additional documents required by the Letter of Transmittal to the Transfer Agent. The Transfer Agent must receive these documents prior to the scheduled expiration of the Offer (currently Monday, July 31, 2006 at 4:00 p.m. Eastern time).
PROCEDURE FOR TENDERING SHARES. In order for you to tender any of your Shares, you may either: (a) request your broker, dealer, commercial bank, trust company or other nominee to effect the transaction for you, in which case a Letter of Transmittal is not required, or (b) if the Shares are registered in your name, send the Transfer Agent, at the address set forth on page 5, any certificate(s) for such Shares, a properly completed and executed Letter of Transmittal for the Fund and any other required documents. Please contact Xxxxxxx Xxxxxxxxx at (000) 000-0000 for any additional document which may be required.
PROCEDURE FOR TENDERING SHARES. Questions and requests for assistance may be directed to the Information Agent or to the Dealer Managers at their respective addresses and telephone numbers set forth on the back cover of this Offer to Purchase. Requests for copies of this Offer to Purchase, the related Letter of Transmittal, the Notice of Guaranteed Delivery and all other related materials may be directed to the Information Agent or brokers, dealers, commercial banks and trust companies, and copies will be furnished promptly at Purchaser's expense. Additionally, this Offer to Purchase, the related Letter of Transmittal and other materials relating to the Offer may be found at xxxx://xxx.xxx.xxx. TABLE OF CONTENTS SUMMARY TERM SHEET 1 INTRODUCTION 8 THE OFFER 11 1. Terms of the Offer 11 2. Acceptance for Payment and Payment for Shares 12 3. Procedure for Tendering Shares 13 4. Withdrawal Rights 16 5. Certain U.S. Federal Income Tax Consequences 17 6. Price Range of Shares; Dividends 19
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