Guides
Albert Gasull, editor · updated 11 October 2026
How special situations work, one mechanism at a time. Each guide takes a single clause, election or tax rule, explains it in plain steps and works it through a real filing, with the arithmetic shown and the primary sources linked.
Every guide follows the same order: the short answer, how the mechanism works, the sentence to look for in the offer document, a worked example, where it goes wrong, and how to check it.
Odd-lot priority: why 99 shares, and how the election works
The odd-lot clause, the modified Dutch auction and the No Specified Price election, worked through the Arbutus self-tender, with a fund tender that gives odd lots no priority at all.
Canadian buybacks: the paid-up capital sentence that decides the trade
How a Canadian buyback can turn most of the price into a deemed dividend, what that costs a non-resident, and the sentence in the tax section that shows it: Air Canada against Arbutus.
Broker cutoffs and record dates: the dates that decide a tender
Why the expiry printed on an offer is not the deadline that binds a holder: the broker’s cutoff, hours or days earlier, and the record date, which counts settled shares only, worked through Arbutus and Lindsell Train.
Split-off exchange offers: the upper limit that caps the discount
Why a stated 7.53% discount can be worth 3.55%: the upper limit expressed in shares, the averaging period that sets the final ratio, and the arithmetic on Medtronic into MiniMed.
US buybacks from abroad: the withholding that comes before the tax
Why a $75.00 self-tender pays a holder outside the United States $57.00 first: withholding on the gross payment, the three tests that decide whether it comes back, and an odd-lot priority with an ownership date, worked through Utah Medical.
Due bills: why the record date stops deciding who is paid
Why a holder on the register can sell and hand the payment to the buyer: the ex-date that moves to the day after payment when a distribution is more than 25% of the share price, worked through Apollo Commercial’s $4.10 on a $6.24 share.
The situations behind these guides first appeared in the newsletter, with the prices and deadlines of that week. Every issue is in the archive of issues.
99 Shares is information, not advice. Terms of use.
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