AmerisourceBergen Urges Stockholders Against Accepting Unsolicited ‘Mini-Tender’ for Shares

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Photo courtesy of George Widman, Associated Press.

AmerisourceBergenChesterbrook’s AmerisourceBergen is urging its stockholders to not accept an unsolicited “mini-tender” offer from TRC Capital, writes John George for the Philadelphia Business Journal.

TRC, a private investment and asset management company, is looking to buy up to 1.5 million shares of the wholesale pharmaceutical distribution, and services the company’s stock for $74 per share. This is just under one percent of AmerisourceBergen’s total outstanding common stock.

However, the price is nearly four percent under AmerisourceBergen’s closing price of $77.38 per share on Dec. 16, which was the last trading day before the mini-tender offer was submitted.

“TRC has made many similar mini-tender offers for shares of other companies,” AmerisourceBergen said in a statement.

The company added that mini-tender offers are specifically designed to attempt to acquire less than five percent of a company’s outstanding shares. This allows the buyer to avoid the extensive disclosure and procedural requirements set by the Securities and Exchange Commission for offers of over that percentage.

“As a result, mini-tender offers do not provide investors with the same level of protection as provided by larger tender offers under United States federal securities laws,” the company said.

Read more about the offer in the Philadelphia Business Journal here, and check out previous VISTA Today coverage of AmerisourceBergen here.

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