Tender offer sell-or-hold: check price, cap, and eligibility
A tender offer is a dated, capped, eligibility-limited way to sell; run the three checks before the close date.
You have vested shares in Anduril, a tender offer, and a close date. The trap is treating the offer as always available; it is a fixed offer with a deadline, a cap, and a defined group of sellers.
Run three checks before you sign: price against the last round mark, cap against valuation, and eligibility against the close date.
Three checks decide whether the offer pays you
Use this list next to the offer document. Each item is a yes/no test.
- Price vs last round. Compare the tender price per share with the most recent round mark. Ask whether the spread is a reward for patience or a discount to the last known value.
- Cap vs valuation. Compare the total tender cap with the implied company value and the number of shares being offered. Ask whether the cap is large enough to absorb your position without a pro-rata haircut.
- Eligibility and close date. Confirm you are in the eligible population, that your shares are vested and transferable, and that the close date leaves time for paperwork, tax review, and broker steps.
The decision is a liquidity test, not a full valuation exercise. Write down the number of vested shares you plan to tender before you compare that position with the cap.
The price spread is the first test
Current and former employees in 16 countries can sell at $94.80 per share in a tender capped at roughly $1.3 billion. It is the first Anduril tender open to staff in that country group; prior tenders allowed only US, UK, and Australian employees. The $94.80 price corresponds to a valuation near $90 billion, an increase of about 48% over the $61 billion mark from the May $5 billion Series H led by Thrive Capital and Andreessen Horowitz. That spread is the first number to respect. Put the tender price next to the last round mark on your whiteboard.
A tender price is a company-set mark, not a continuously traded price. Below your last round, you are selling at a discount. Above it, you are getting a premium, but the premium may be the company's way of buying liquidity without a public price. Your task is to decide whether the premium is enough to justify giving up future upside.
The cap can reduce what you receive
The cap is the second number to respect. It tells you how much cash the company is willing to provide, not how much value every holder can extract.
When many employees want out, the company may allocate shares pro rata, which means each seller receives a smaller fraction of the shares they tender. The cap turns a price question into a quantity question. You may be approved to sell, but only part of your position may be filled.
A tender can be generous on price and still be small relative to the company's total value. That does not make the offer bad. It makes the offer selective. A small position may not be affected by the cap. A large position can decide whether you get meaningful liquidity or only a small part of it.
Eligibility can block the exit
The offer opened on October 13 and is scheduled to close on November 9. The close date is the deadline that turns a good price into a usable price.
Eligibility has three layers. First, you must be in the covered population. Second, your shares must be vested and not blocked by a transfer restriction. Third, you must complete the paperwork before the close date.
A missed deadline can void a decision you otherwise would have made. Check the offer document for the exact eligible population and any transfer restrictions. Keep the close date visible while you complete the paperwork.
On October 15, Anduril CEO Brian Schimpf said on CNBC that the tender provides employee liquidity without the distraction of a fluctuating share price. The company is creating a controlled exit, not a continuous trading process. Your job is to decide whether that controlled exit fits your plan.
Anduril's 2025 revenue was about $2.2 billion. It does not set the tender price, but it helps you sanity-check the implied value. A high revenue figure can support a high mark, but it does not remove the need to compare price, cap, and eligibility.
Sell if the price is defensible, the cap can absorb your position, and you are eligible in time. Hold if any of those fails, unless the price is so attractive that partial liquidity is still worth taking. Write the decision down before the close date.
