Q: Why would a shareholder sell via a Small Shareholder Buyback Program instead of a Dividend Reinvestment Plan (DRP)?
A: Many shareholders prefer the ease and convenience of our Program. Our Program Materials are easy to understand and offer a toll-free telephone number for questions about the Program. Selling shares via a DRP requires shareholders to send their certificate (if applicable) with a sale request to the DRP Agent.

Q: Isn’t it cheaper to sell through a broker?
A: Although some brokers advertise low-cost trades, these fees usually are not available unless a shareholder has a brokerage account and makes a minimum number of trades each month or quarter. In addition, many brokers impose a surcharge to sell shares in certificated form.

Q: Why offer shareholders the opportunity to purchase additional shares via the “round-up” feature. Isn’t the goal of the Program to reduce the number of small shareholders?
A: Many issuers can realize significant annual savings by reducing the number of odd-lot shareholders they maintain via a Small Shareholder Buyback Program. The annual carrying cost of a shareholder account has been estimated by one study to be as high as $19.88. However, most issuers also offer the “round-up” feature to allow odd-lot holders to purchase additional shares to bring their account balance to an even 100 shares. This feature is recommended as a way to promote goodwill. By offering the “round-up” feature, an issuer isn’t perceived to be “forcing” shareholders to sell shares.

Q: What if the shareholder has lost his/her stock certificate?
A: Our Program makes it easy for shareholders with lost certificates to participate. We include an “Affidavit of Loss” with the letter mailed to all shareholders. In addition, we deduct the Surety Bond fee directly from the shareholder’s sale proceeds, facilitating participation in the Program.

Q: How long does the Program last?
A: Our programs usually have an initial phase that operates for 35 to 45 days. Oftentimes, based upon the results of the initial phase, a second phase is offered that lasts another 35 to 45 days. Upon expiration of the second phase, the Program is over.

Q: As an issuer, why should I offer a Merger Resolution Program to my unexchanged shareholders?
A: Issuers offer our Merger Resolution Programs to ensure that unexchanged shareholders receive their entitlement prior to escheatment of unexchanged shares. In addition, many issuers can save exchange agent fees, postage, printing and escheatment processing fees by offering the Program. As noted below, our Program is cost-free to the issuer.

Q: Who pays for the Merger Resolution Program?
A: D.F. King.

Q: How long does the Program last?
A: Our Merger Resolution Programs usually last from 9 months to 1 year, depending on the results of each successive mailing of Program Materials. Eventually, non-responding unexchanged shareholders will have their property escheated to the state of their last known address based upon that state’s Unclaimed Property Laws.