Business
Viatris Inc. Recommends Caution on TRC Capital Corp.'s Attempt to Acquire Shares at a Significant Discount via Mini-Tender Offer
PITTSBURGH, Dec. 15, 2020 /PRNewswire/ -- Viatris Inc. (NASDAQ: VTRS) has been notified of an unsolicited "mini-tender" offer by TRC Capital Corporation
About this update from Viatris Inc.
[{"type":"text","content":"PITTSBURGH, Dec. 15, 2020 /PRNewswire/ -- Viatris Inc. (NASDAQ: VTRS) has been notified of an unsolicited \"mini-tender\" offer by TRC Capital Corporation (\"TRC\") to purchase up to 6,000,000 shares, or approximately 0.497 percent, of the outstanding common stock of Viatris at a price of $16.50 per share in cash. TRC's offer price is approximately 4.84 percent less than the $17.34 closing price of Viatris' common stock on December 11, 2020, the last trading day prior to the commencement of the mini-tender offer. \nViatris does not endorse TRC's mini-tender offer and recommends that Viatris stockholders do not tender their shares in response to the offer because it is a mini-tender offer at a price below the market price for Viatris shares (as of the date Viatris received notice of the offer) and is subject to numerous conditions. According to TRC's offer documents, Viatris stockholders who have already tendered their shares may withdraw their shares at any time prior to 12:01 a.m. New York City time, on Thursday, January 14, 2021, the expiration date set forth in the offer documents (unless extended or earlier terminated), by following the procedures described in the offer documents. Viatris 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. Viatris is not associated 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 are designed to seek to acquire less than 5 percent of a company's outstanding shares, thereby avoiding many disclosure and procedural requirements of the Securities and Exchange Commission (\"SEC\") that apply to offers for more than 5 percent of a company's outstanding shares. As a result, mini-tender offers do not provide investors with the same level of protections as provided by larger tender offers under United States federal securities laws.\nThe SEC has cautioned investors about these offers, noting that \"some bidders make mini-tender offers at below-market prices, hoping that they will catch investors off guard if the investors do not compare the offer price to the current market price.\" The SEC's Investor Tips regard...