Definition
The tender offer statement is the formal name for the SEC filing on Schedule TO that any party making a tender offer for a registered security of a public company must file. It includes:
- The offer-to-purchase as the primary exhibit
- The letter of transmittal
- The notice of guaranteed delivery
- Bidder identification and source-of-funds disclosure
- Plans for the target post-close
Why it matters
The tender offer statement is the comprehensive disclosure package available to shareholders. While most retail holders read only the summary letter and the dealer instructions, sophisticated holders, arbs, and the target board read the entire Schedule TO closely.
Variants
- Schedule TO-T — third-party tender (most common)
- Schedule TO-I — issuer tender / self-tender