How likely is Tutanota to waive the $128 price condition, and what are the implications if the condition remains in place?

Likelihood of a waiver

Tutanota’s $128‑price condition is a “knock‑out” clause that only comes into play if the share price stays below that level on the final trading day of the offer. Over the past two weeks P&G has been stuck below the $128‑to‑$130 resistance band, with the daily close hovering in the $126‑$128 range and the 10‑day moving average still under $128. The market’s reaction to the mini‑tender—evidenced by a sharp‑downward swing and a negative sentiment reading (‑10)—suggests that any waiver would have to be driven by a clear upside catalyst (e.g., surprising earnings, major cost‑saving guidance). Absent such a catalyst, the probability that Tutanota will voluntarily lift the price floor is low (likely < 25%). Moreover, the fact that Procter & Gamble has publicly urged shareholders to reject the offer reinforces the view that the tender is not a credible, shareholder‑friendly proposal, further reducing the chance of a waiver.

Implications if the condition stays in place

If the $128 floor remains, the mini‑tender will stay dormant and will not provide any upside to the stock price unless P&G can break through the $128 resistance. Traders should treat the condition as a ceiling: any short‑term pull‑back toward $126‑$127 is likely to be absorbed by existing sell‑side pressure, while a decisive close above $128 (plus a few ticks of confirmation on volume) could trigger the tender’s “activation” and force a modest buying bounce from the offer‑holders. In practice, the market will continue to price‑in P&G’s fundamentals—stable cash flows, solid margin expansion, and resilient brand positioning—rather than the tender itself. As long as the price condition holds, keep a tight stop just below $126 (to protect against a breach of the prevailing support level) and look for a break above $128 with strong momentum as the primary trade trigger. If the price fails to clear $128, the tender is effectively moot and the stock will likely resume its prevailing range‑bound pattern, with upside limited to the next technical breakout or a fundamental catalyst.