Oct. 2--Most stockholders want to sell their shares for as much as possible.

Most, but apparently not all.

An unknown number of Armstrong World Industries stockholders have sold shares to a private equity firm for about $6 to $13 a share less than Armstrong stock's market price.

Following the expiration of its four-week offer at midnight Thursday, TPG Capital said Friday that 1,149 shares have been tendered to it for $22.31 a share.

Armstrong's market price during the period ranged from $28.53 to $35.50, meaning TPG Capital's offer was anywhere between $6.22 and $13.19 below the market price.

Still, somebody, or maybe several somebodies, took TPG Capital up on it.

A TPG Capital spokeswoman on Friday was unable to say how many shareholders did.

Whoever it was, they did so despite warnings from TPG Capital and Armstrong that the tender offer was substantially below the market price.

Why would TPG Capital go through with such an improbable offer?

Simply stated, it had to. Here's why.

Last month, TPG Capital bought seven million shares of Armstrong common stock and the economic interests in another one million Armstrong shares for $179 million.

The Fort Worth-based firm acquired them from the Armstrong Asbestos Personal Injury Settlement Trust for $22.31 a share.

That price was determined by Armstrong's average market price from mid-July to early August.

The transaction brought TPG Capital 12 percent of Armstrong's 57.3 million shares and left the trust with 52 percent.

Under Armstrong's rules for the trust, an investor that buys a significant number of shares from the trust has to offer the same price to Armstrong's other shareholders.

So TPG Capital did so, offering to buy up to 4.4 million shares at $22.31 each.

But all the while, Armstrong's stock price was in the midst of a sizable run-up, doubling in two months.

The price began climbing in mid July and kept climbing, past the early August cut-off for setting the TPG Capital offer price.

Then it climbed some more, not leveling off until mid September. The lengthy run-up left TPG Capital's offer grossly out of date.

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