Elanco Recommends Shareholders Reject “Mini-Tender” Offer by TRC Capital Investment Corporation
Elanco Animal Health Incorporated (NYSE: ELAN) has received an unsolicited mini-tender offer from TRC Capital Investment Corporation to purchase up to 4 million shares, representing about 1% of Elanco's outstanding shares. The offer price of $26.45 per share is approximately 4.5% below Elanco's last closing price of $27.70 on October 2, 2020, and around 21.7% lower than the $33.79 closing price on October 12, 2020. Elanco advises shareholders not to tender their shares, citing that the offer price is below market value and urges them to withdraw if they have already tendered their shares.
- Elanco's proactive communication warns shareholders against accepting the below-market mini-tender offer.
- The unsolicited offer is priced significantly lower than both recent closing prices of Elanco shares.
GREENFIELD, Ind.--(BUSINESS WIRE)--Elanco Animal Health Incorporated (“Elanco”) (NYSE: ELAN) has received a notification of an unsolicited “mini-tender” offer by TRC Capital Investment Corporation (“TRC Capital”) to purchase up to 4,000,000 shares of Elanco common stock, representing approximately
TRC Capital’s offer price of
Elanco does not endorse TRC Capital’s mini-tender offer and is not associated in any way with TRC Capital, its mini-tender offer or its mini-tender offer documents. Elanco recommends that shareholders do not tender their shares in response to the offer because the offer price is below the current market value for shares of Elanco common stock. The offer is subject to a number of conditions, including, among others, that there has not been a decrease in the market price of shares of Elanco common stock and TRC Capital’s ability to obtain financing sufficient to consummate the offer. Elanco also recommends that shareholders who have tendered shares to TRC Capital withdraw those shares by providing the written notice described in the offering documentation before the expiration of the offer, which is currently scheduled for 12:01 a.m., New York City time, on November 3, 2020.
TRC Capital has made similar unsolicited mini-tender offers for shares of other publicly traded companies. Mini-tender offers, such as TRC Capital’s offer, seek to acquire less than
Elanco urges shareholders to obtain current market quotations for their shares, to consult with their broker or financial advisor and to exercise caution with respect to TRC Capital’s offer.
Elanco encourages brokers and dealers, as well as other market participants, to review the SEC’s letter regarding broker-dealer mini-tender offer dissemination and disclosure on the SEC’s website at: www.sec.gov/divisions/marketreg/minitenders/sia072401.htm.
Elanco requests that a copy of this press release be included with all distributions of materials relating to TRC Capital’s mini-tender offer related to shares of Elanco common stock.
ABOUT ELANCO
Elanco Animal Health Incorporated (NYSE:ELAN) is a global leader in animal health dedicated to innovating and delivering products and services to prevent and treat disease in farm animals and pets, creating value for farmers, pet owners, veterinarians, stakeholders, and society as a whole. With nearly 70 years of animal health heritage, we are committed to helping our customers improve the health of animals in their care, while also making a meaningful impact on our local and global communities. At Elanco, we are driven by our vision of Food and Companionship Enriching life and our Elanco Healthy Purpose™ CSR framework – all to advance the health of animals, people and the planet. Learn more at www.elanco.com.
