Nutrien Cautions Investors Regarding TRC Capital’s Below Market “Mini-Tender” Offer
17 Avril 2023 - 11:00PM
Business Wire
Nutrien Ltd. (TSX and NYSE: NTR) has received notice of an
unsolicited “mini-tender” offer made by TRC Capital Investment
Corporation (“TRC Capital”) to purchase up to 1,000,000 Nutrien
shares, or approximately 0.20% of Nutrien’s outstanding shares, at
a price of C$93.89 per share. The offering price represents a
discount of 4.49% and 4.40%, respectively, to the closing prices of
Nutrien shares on the Toronto Stock Exchange and New York Stock
Exchange on April 4, 2023, the last trading day before the
mini-tender offer was commenced.
Nutrien does not endorse TRC Capital’s unsolicited offer, has no
association with TRC Capital or its offer, and does not recommend
or endorse this unsolicited mini-tender offer. Shareholders are
cautioned that TRC Capital’s offer has been made at a price below
the current market price for the shares.
TRC Capital has made similar unsolicited mini-tender offers for
shares of several other public companies. Mini-tender offers are
designed to avoid many of the investor protections like disclosure
and procedural protections applicable to most take-over bids and
tender offers under Canadian and U.S. securities laws. Canadian
securities regulatory authorities have expressed concerns about
mini-tender offers, including the possibility that investors might
tender to such offers without understanding the offer price
relative to the actual market price of their securities. Comments
from the Canadian securities regulatory authorities (the “CSA”) on
mini tenders can be found in its notice at:
http://www.osc.gov.on.ca/en/SecuritiesLaw_csa_19991210_61-301.jsp.
The U.S. Securities and Exchange Commission (the “SEC”) has noted
that some bidders make these 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
advisory to investors can be found at:
http://www.sec.gov/investor/pubs/minitend.htm.
Nutrien urges shareholders to obtain current market quotations
for their shares, consult with their broker or financial advisor
and exercise caution with respect to TRC Capital’s offer.
Shareholders who have already tendered their shares should consider
taking actions to withdraw them including reviewing the withdrawal
procedures in TRC Capital’s offering documents.
Nutrien strongly encourages brokers, dealers and other market
participants to exercise caution and review the letter regarding
broker-dealer mini-tender offer dissemination and disclosures on
the SEC website at: Letter to SIA re: Broker-Dealer Mini-Tender
Offer Dissemination and Disclosures (sec.gov) and the relevant
provisions in the CSA's notice referenced above. Nutrien requests
that a copy of this news release be included with all distributions
of materials relating to TRC Capital’s mini-tender offer related to
Nutrien shares.
About Nutrien
Nutrien is the world's largest provider of crop inputs and
services, helping to safely and sustainably feed a growing world.
We operate a world-class network of production, distribution and
retail facilities that positions us to efficiently serve the needs
of growers. We focus on creating long-term value for all
stakeholders by advancing our key environmental, social and
governance priorities.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20230417005854/en/
Investor Relations: Jeff Holzman Vice President, Investor
Relations (306) 933-8545
Media Relations: Megan Fielding Vice President, Brand
& Culture Communications (403) 797-3015
Nutrien (NYSE:NTR)
Graphique Historique de l'Action
De Mai 2024 à Juin 2024
Nutrien (NYSE:NTR)
Graphique Historique de l'Action
De Juin 2023 à Juin 2024