Press release
PepsiCo Recommends Shareholders Reject Mini-Tender Offer by TRC Capital Corporation
PURCHASE, N.Y., April 10, 2019 /PRNewswire/ -- PepsiCo, Inc. ("PepsiCo") (NASDAQ: PEP) has been notified of an unsolicited mini-tender offer by TRC Capital
About this update from Pepsico, Inc.
[{"type":"text","content":"PURCHASE, N.Y., April 10, 2019 /PRNewswire/ -- PepsiCo, Inc. (\"PepsiCo\") (NASDAQ: PEP) has been notified of an unsolicited mini-tender offer by TRC Capital Corporation (\"TRC\") to purchase up to 1 million shares of PepsiCo common stock at a price of $116.50 per share in cash. TRC's offer price is approximately 4.21% lower than the $121.62 closing price of PepsiCo's common stock on April 5, 2019, the last closing price prior to commencement of the offer. The offer is for approximately 0.07% of the shares of PepsiCo common stock outstanding as of the April 8, 2019 offer date.\n\n \nPepsiCo recommends that stockholders not tender their shares in response to TRC's unsolicited offer because the offer is at a price below the current market price of PepsiCo's shares and is subject to numerous conditions. PepsiCo is not affiliated or associated in any way with TRC, its mini-tender offer or the offer documentation. \nTRC has made many similar mini-tender offers for shares of other companies. Mini-tender offers seek to acquire not more than 5 percent of a company's shares outstanding, thereby avoiding many disclosure and procedural requirements of the U.S. Securities and Exchange Commission (the \"SEC\") that apply to offers for more than 5 percent of a company's outstanding shares. As a result, investors are not provided with the same level of protections in mini tender offers as would be provided in larger tender offers under United States securities laws. \nThe SEC has cautioned investors that some bidders making mini-tender offers at below-market prices are \"hoping that they will catch investors off guard if the investors do not compare the offer price to the current market price.\" More on the SEC's guidance to investors on mini-tender offers is available at www.sec.gov/investor/pubs/minitend.htm. \nPepsiCo urges investors to obtain current market quotations for their shares, to consult with their broker or financial advisor and to exercise caution with respect to TRC's offer. PepsiCo recommends that shareholders who have not responded to TRC's offer take no action. Shareholders who have already tendered their shares may withdraw them at any time prior to the expiration of the offer, in accordance with TRC's offering documents. The offer is currently scheduled to expire at 12:01 a.m. Eastern Time on Wednesday, May 8, 2019. TRC ma...