The $93 is sure money now. The $95 is offered but subject to regulatory approval and as in the recent case of Dow/Rohm & Haas dependent on available financing.

It is normal when there is a tender offer for the price of a stock to sell for broker commission less than the offer. Wider differentials imply some uncertainty on the part of sellers that the deal will close.

Usually the company making the tender offer will take advantage of lower trading prices to acquire shares at a discount from the offered price. Failure to do so implies uncertainty on the part of the acquirer. They lack financing or they have their doubts too about the deal closing successfully.

These wide differentials in tender offers are somewhat new. They were also quite wide in the InBev/Anheuser Busch deal, which eventually closed. Rohm & Haas deal also seems set to close soon. In both cases, investors could have made a fast 20% on their money buying discounted shares and waiting for the announced deal to close. But not all deals close successfully.