Constellation Brands has recommended that shareholders do not sell shares in relation to TRC Capital Investment Corporation's offer.
TRC Capital's 'unsolicited mini-tender offer' consists of an offer to purchase up to 500,000 shares (approximately 0.29%) of Constellation’s outstanding Class A common stock at $210.00 per share in cash, the drinks firm said.
Mini-Tender Offer
The offer price from TRC Capital is approximately 5% less than the $219.99 closing price of Constellation’s Class A common stock on January 15, 2021, the last trading day before the commencement of the mini-tender offer, and approximately 13% less than the $240.34 closing price of Constellation’s Class A common stock on February 10, 2021, it added.
Constellation Brands has distanced itself from TRC Capital, announcing that it is "not associated in any way with TRC, TRC’s mini-tender offer or TRC’s mini-tender offer documents", and recommends that shareholders do not tender their shares to TRC Capital.
Constellation has cautioned stockholders that the mini-tender offer has been made at a price below the market price, and urges stockholders to obtain current market quotes for their shares, to review the conditions to TRC’s mini-tender offer, to consult with their brokers or financial advisors and to exercise caution with respect to this mini-tender offer.
Unsolicited
According to Constellation Brands, TRC Capital has made similar unsolicited mini-tender offers for shares of other publicly traded companies.
Constellation believes that offers like this are often designed to acquire less than 5% of a company’s outstanding shares, thereby avoiding many filing, disclosure, and procedural requirements of the federal securities laws and rules and regulations of the SEC that apply to tender offers for more than 5% of a company’s outstanding shares.
© 2021 European Supermarket Magazine – your source for the latest retail news. Article by Conor Farrelly. Click subscribe to sign up to ESM: The European Supermarket Magazine.
