Definition
Withdrawal of tender is the act of revoking a previously submitted tender. Under Rule 14d-7, withdrawal rights apply throughout the entire initial offer period and remain in effect until the offer expires.
How
- Direct holders submit a written notice of withdrawal to the depositary
- Street-name holders instruct their broker, who processes the withdrawal via DTC
- Withdrawals take effect on receipt by the depositary
Why it matters
Withdrawal rights protect shareholders during the offer window. If terms change, a competing bidder emerges, or the holder simply changes their mind, they can pull tendered shares back without penalty.
Subsequent offering period exception
During an SOP (Rule 14d-11), there are no withdrawal rights — shares tendered during the SOP are immediately accepted and paid for.