Business
Merck Recommends Rejection of Tutanota’s "Mini-Tender" Offer
RAHWAY, N.J., November 22, 2025--Merck Recommends Rejection of Tutanota’s "Mini-Tender" Offer
About this update from Merck & Company, Inc.
[{"type":"image","alt":"","displaySize":"","headline":null,"caption":"","credit":null,"className":"","disableSlideshowImg":false,"size":{"original":{"width":480,"height":217,"url":"https://media.zenfs.com/en/business-wire.com/7937bc7a8feb83690aa79a1620296da1"},"resized":{"url":"https://s.yimg.com/ny/api/res/1.2/S7VcUG2bi8L5eYaygdKxBw--/YXBwaWQ9aGlnaGxhbmRlcjt3PTk2MDtoPTQzNDtjZj13ZWJw/https://media.zenfs.com/en/business-wire.com/7937bc7a8feb83690aa79a1620296da1","width":480,"height":217}},"lazy":false},{"type":"text","content":"RAHWAY, N.J., November 22, 2025--(BUSINESS WIRE)--Merck (NYSE: MRK), known as MSD outside the United States and Canada, has been notified that Tutanota LLC (Tutanota) has commenced an unsolicited "mini-tender" offer, dated November 10, 2025, to purchase up to 1,000,000 shares of Merck common stock at $65.00 per share. The offer price is approximately 24.66% below the closing price of Merck common stock on November 7, 2025 ($86.28), the last trading day before the date of the offer, and approximately 31.56% below the closing price of Merck common stock on November 20, 2025 ($94.97), the day prior to this release.","length":629,"tagName":"p"},{"type":"text","content":"Merck does not endorse Tutanota’s offer and recommends that Merck shareholders reject the offer and not tender their shares in response to Tutanota’s unsolicited mini-tender offer. This mini-tender offer is at a price below the closing price for Merck’s shares (as of the day prior to this release) and is subject to numerous conditions, including Tutanota’s ability to obtain financing. Merck is not associated in any way with Tutanota, its mini-tender offer or the offer documentation.","length":487,"tagName":"p"},{"type":"text","content":"Tutanota has made similar unsolicited mini-tender offers for shares of other publicly traded companies. Mini-tender offers seek to acquire less than 5% of a company's outstanding shares. This lets the offering company avoid many of the disclosure and procedural requirements the U.S. Securities and Exchange Commission (SEC) requires for tender offers. As a result, mini-tender offers do not provide investors the same level of protections as provided by larger tender offers under U.S. federal securities laws.","length":515,"tagName":"p"},{"type":"text","content":"On its website, the SEC advises that the people behind mini-tende...