CP shareholders should reject TRC Capital Investment Corp. mini-tender offer

Rhea-AI Summary

Canadian Pacific (TSX: CP) (NYSE: CP) announced it received an unsolicited mini-tender offer from TRC Capital Investment Corporation for up to 1.5 million shares at C$88.50 each, representing about 0.16% of its outstanding shares. CP advises shareholders to reject this offer, as it is priced 4.37% to 4.49% below market value as of May 2, 2022. CP also emphasizes that it has no ties to TRC Capital and highlights the SEC's warnings regarding below-market mini-tender offers, encouraging investors to consult the provided resources for further information.

Positive

• None.

Negative

• Unsolicited mini-tender offer from TRC Capital may create confusion among shareholders.
• Offer price of C$88.50 is 4.37% to 4.49% below market value, which could lead to potential financial loss for shareholders who accept.

CALGARY, AB, May 10, 2022 /PRNewswire/ - Canadian Pacific (TSX: CP) (NYSE: CP) said today it has received notice of an unsolicited mini-tender offer from TRC Capital Investment Corporation ("TRC") to purchase up to 1.5 million common shares of Canadian Pacific, representing approximately 0.16 percent of the outstanding shares of common stock, at a price of C$88.50 per share.

CP does not endorse this unsolicited offer, and advises CP shareholders that the offer has been made at a price 4.37 and 4.49 percent respectively, below market price, as of CP's closing price on the Toronto Stock Exchange and the New York Stock Exchange on May 2, 2022, the date of the offer. CP has no association with TRC Capital or its offer, and recommends that shareholders do not tender their CP shares to the offeror.

The Canadian Securities Administrators have issued long-standing guidance on the practice of mini-tenders, which can be found here.

Additionally, the SEC has cautioned investors about mini-tender 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 published investor tips regarding these offers on its website which can be found here.  

About Canadian Pacific

Canadian Pacific is a transcontinental railway in Canada and the United States with direct links to major ports on the west and east coasts. CP provides North American customers a competitive rail service with access to key markets in every corner of the globe. CP is growing with its customers, offering a suite of freight transportation services, logistics solutions and supply chain expertise. Visit cpr.ca to see the rail advantages of CP. CP-IR

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SOURCE Canadian Pacific

FAQ

What is the mini-tender offer from TRC Capital for CP shares?

TRC Capital Investment Corporation has made an unsolicited mini-tender offer to purchase up to 1.5 million common shares of Canadian Pacific at C$88.50 per share.

How does Canadian Pacific respond to the TRC Capital mini-tender offer?

Canadian Pacific advises its shareholders to reject the unsolicited offer, stating it is priced below market value.

What percentage of outstanding shares does the mini-tender offer represent?

The mini-tender offer represents approximately 0.16% of Canadian Pacific's outstanding shares.

What are the risks associated with mini-tender offers?

Mini-tender offers may be made at below-market prices, potentially leading to financial losses for investors.

Where can I find more information about mini-tender offers?

Investors can refer to the Canadian Securities Administrators and SEC guidelines regarding mini-tender offers for more information.