Schedule TO

Forms and Documents

Document Name	Status
Schedule TO.SS.2014.pdf Supporting Statement A	2014-03-25
EDGAR PIA_Redacted.pdf Supplementary Document	2014-03-21
secsorn4.pdf Supplementary Document	2014-03-21

IC Document Collections

IC ID	Document Title	Status
35301	Schedule TO	Modified

ICR Details

OMB Control No: 3235-0515	ICR Reference No: 201403-3235-011
Status: Historical Active	Previous ICR Reference No: 201102-3235-024
Agency/Subagency: SEC	Agency Tracking No: CF 270-456
Title: Schedule TO
Type of Information Collection: Extension without change of a currently approved collection	Common Form ICR:  No
Type of Review Request: Regular
OIRA Conclusion Action: Approved without change	Conclusion Date: 05/02/2014
	Date Received in OIRA: 03/26/2014
Terms of Clearance:

	Inventory as of this Action	Requested	Previously Approved
Expiration Date	05/31/2017	36 Months From Approved	05/31/2014
Responses	820	0	2,500
Time Burden (Hours)	17,835	0	54,375
Cost Burden (Dollars)	7,134,000	0	21,750,000

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Abstract: A reporting company that makes a tender offer for its own securities must file Schedule TO. Persons other than the reporting company making a tender offer for equity securities registered under Section 12 of the Exchange Act (which offer, if consummated, would cause that person to own over 5% of that class of the securities) also must file Schedule TO.

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Authorizing Statute(s): US Code: 15 USC 78m, 78n(a), 78w(a) Name of Law: Securities Exchange Act of 1934
   PL: Pub.L. 111 - 203 951 Name of Law: Dodd-Frank Wall Street Reform and Consumer Protection Act
  

Citations for New Statutory Requirements: None

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Associated Rulemaking Information
RIN:	Stage of Rulemaking:	Federal Register Citation:	Date:
	Not associated with rulemaking

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Federal Register Notices & Comments
60-day Notice:	Federal Register Citation:	Citation Date:
	79 FR 3424	01/21/2014
30-day Notice:	Federal Register Citation:	Citation Date:
	79 FR 16838	03/26/2014
Did the Agency receive public comments on this ICR? No

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Number of Information Collection (IC) in this ICR: 1

IC Title	Form No.	Form Name
Schedule TO

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ICR Summary of Burden

	Total Approved	Previously Approved	Change Due to New Statute	Change Due to Agency Discretion	Change Due to Adjustment in Estimate	Change Due to Potential Violation of the PRA
Annual Number of Responses	820	2,500	0	0	-1,680	0
Annual Time Burden (Hours)	17,835	54,375	0	0	-36,540	0
Annual Cost Burden (Dollars)	7,134,000	21,750,000	0	0	-14,616,000	0

Burden increases because of Program Change due to Agency Discretion: No

Burden Increase Due to:

Burden decreases because of Program Change due to Agency Discretion: No

Burden Reduction Due to:

Short Statement: The decrease of 36,540 burden hours and the decrease of $14,616,000 in cost burden is due to an adjustment. The change in burden hours and cost burden is due to a decrease in the number of Schedule TO filings filed with the Commission.

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Annual Cost to Federal Government: $50,000

Does this IC contain surveys, censuses, or employ statistical methods? No

Is the Supporting Statement intended to be a Privacy Impact Assessment required by the E-Government Act of 2002? No

Is this ICR related to the Affordable Care Act [Pub. L. 111-148 & 111-152]? No

Is this ICR related to the Dodd-Frank Wall Street Reform and Consumer Protection Act, [Pub. L. 111-203]? Yes

Is this ICR related to the American Recovery and Reinvestment Act of 2009 (ARRA)? No

Is this ICR related to the Pandemic Response? Uncollected

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Common Form ICR:  No

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On behalf of this Federal agency, I certify that the collection of information encompassed by this request complies with 5 CFR 1320.9 and the related provisions of 5 CFR 1320.8(b)(3).

The following is a summary of the topics, regarding the proposed collection of information, that the certification covers:

(a) It is necessary for the proper performance of agency functions;

(b) It avoids unnecessary duplication;

(c) It reduces burden on small entities;

(d) It uses plain, coherent, and unambiguous language that is understandable to respondents;

(e) Its implementation will be consistent and compatible with current reporting and recordkeeping practices;

(f) It indicates the retention periods for recordkeeping requirements;

(g) It informs respondents of the information called for under 5 CFR 1320.8 (b)(3) about:

(i) Why the information is being collected;

(ii) Use of information;

(iii) Burden estimate;

(iv) Nature of response (voluntary, required for a benefit, or mandatory);

(v) Nature and extent of confidentiality; and

(vi) Need to display currently valid OMB control number;

(h) It was developed by an office that has planned and allocated resources for the efficient and effective management and use of the information to be collected.

(i) It uses effective and efficient statistical survey methodology (if applicable); and

(j) It makes appropriate use of information technology.

If you are unable to certify compliance with any of these provisions, identify the item by leaving the box unchecked and explain the reason in the Supporting Statement.

Certification Date: 03/26/2014

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