FBR & Co (FBRC) – Odd Lot Tender – potential $0

Current Price – $23.76

Offer Price – $22.5 – $23.5

Potential Gain – zero currently.

Expiration date – June 18, 2013

Odd Lot holders (less than 100 shares) are not subject to proration


FBR & Co., a Virginia corporation, invites its stockholders to tender up to 1,250,000 shares of its common stock, $0.001 par value per share (the “shares”), for purchase by the Company at a price not less than $22.50 and not more than $23.50 per share. We will select the lowest purchase price, not less than $22.50 and not more than $23.50 per share, that will allow us to purchase 1,250,000 shares, or such lesser number of shares properly tendered and not properly withdrawn (the price as so determined, the “Purchase Price”). We will purchase at the Purchase Price all shares properly tendered at prices equal to or below the Purchase Price and not properly withdrawn. The 1,250,000 shares represent approximately 10.6% of our outstanding common stock as of May 17, 2013


If more than 1,250,000 shares are tendered, all shares tendered will be purchased on a pro rata basis, except for “odd lots” (lots held by owners of fewer than 100 shares), which will be purchased on a priority basis. The tender offer is not conditioned on any minimum number of shares being tendered.

Source of Funds:

Since the Purchase Price will only be determined after the Expiration Date, the aggregate purchase price, including all related fees, will not be known until after that time. Assuming we purchase 1,250,000 shares pursuant to the tender offer at an offer price not less than $22.50 and not more than $23.50 per share, we expect that the aggregate purchase price, including all related fees and expenses, will be approximately $28,200,000 to $29,450,000 depending upon the actual Purchase Price. We expect to fund the purchase of shares tendered in the tender offer and the payment of related fees and expenses from cash on hand. We do not have any alternative financing arrangement or alternative financing plans.