Solventum Cautions Investors Regarding TRC Capital's "Mini-Tender Offer"

Rhea-AI Summary

Solventum has alerted investors about TRC Capital's unsolicited mini-tender offer to purchase 2,000,000 shares of its common stock. Originally priced at $59.15 per share, TRC reduced the offer to $55.00 on June 6, 2024, close to Solventum's closing price of $55.05 that day. Solventum remains neutral regarding the offer but urges shareholders to be cautious and review the terms carefully. The offer expires on June 20, 2024, unless extended. Solventum stresses that TRC is not affiliated with them and that mini-tender offers are not subject to the same SEC disclosure requirements as larger offers. The SEC has previously warned investors about these offers. Solventum advises stockholders to seek updated market prices and consult with financial advisors.

Positive

• Solventum has issued a timely caution to its investors, showcasing proactive investor relations.
• The company's neutral stance ensures transparency and avoids influencing shareholders' decisions unduly.

Negative

• TRC Capital's reduced offer price of $55.00 is almost at par with the current stock price of $55.05, which might not provide significant value to shareholders.
• The mini-tender offer, not subject to SEC's full disclosure requirements, poses potential risks to less informed investors.
• Without an endorsement from Solventum, the credibility of TRC's offer might appear questionable.

ST. PAUL, Minn., June 7, 2024 /PRNewswire/ -- Solventum (NYSE: SOLV) has been notified that TRC Capital Investment Corporation ("TRC") made an unsolicited "mini-tender offer" to purchase up to 2,000,000 shares of the company's common stock at $59.15 per share and decreased the offer price on June 6, 2024, to $55.00 per share. The closing stock price of Solventum's common stock on June 6, 2024 was $55.05.

As of the date of this press release, Solventum expresses no opinion and is neutral toward TRC's tender offer but cautions stockholders to monitor the trading price of the Solventum stock and any amendment to the offer price and to review the terms and conditions to the tender offer carefully. There is no guarantee the conditions of the offer will be satisfied.

Solventum stockholders who have already tendered their shares may withdraw them at any time by providing notice in the manner described in the TRC offering documents prior to the expiration of the offer, which is currently scheduled for 11:59 p.m., New York City time, on June 20, 2024, unless extended.

Solventum does not endorse TRC's unsolicited mini-tender offer. Solventum is not affiliated or associated in any way with TRC, its mini-tender offer, or its mini-tender offer documents.

TRC's mini-tender offer is not subject to many of the disclosure and procedural requirements of Securities and Exchange Commission (SEC) rules that are designed to protect investors. TRC has made similar unsolicited mini-tender offers for stock of other public companies. The SEC has cautioned investors about mini-tender offers, providing guidance to investors at http://www.sec.gov/investor/pubs/minitend.htm. Mini-tender offers seek to acquire not more than 5 percent of a company's outstanding shares, thereby avoiding many disclosure and procedural requirements of the SEC that are designed to protect investors.

Solventum urges stockholders to obtain current market quotations for their shares of stock, to consult their broker or financial advisor, and to exercise caution with respect to TRC's offer. Solventum requests that a copy of this news release be included with all distributions of materials relating to TRC's mini-tender offer related to Solventum's stock.

About Solventum
At Solventum, we enable better, smarter, safer healthcare to improve lives. As a new company with a long legacy of creating breakthrough solutions for our customers' toughest challenges, we pioneer game-changing innovations at the intersection of health, material and data science that change patients' lives for the better — while empowering healthcare professionals to perform at their best. See how at Solventum.com.

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SOURCE Solventum

FAQ

What is TRC Capital's mini-tender offer for Solventum (SOLV) shares?

TRC Capital made an unsolicited offer to purchase 2,000,000 shares of Solventum at $55.00 per share.

When does TRC Capital's mini-tender offer expire?

The offer is scheduled to expire at 11:59 p.m. New York City time on June 20, 2024, unless extended.

What was the original offer price for TRC Capital's mini-tender offer for Solventum (SOLV) shares?

The original offer price was $59.15 per share.

Why does Solventum caution investors about TRC Capital's mini-tender offer?

Solventum warns investors because the offer is unsolicited, not subject to full SEC disclosure requirements, and the price was decreased close to the current stock price.

Can Solventum shareholders withdraw their shares from TRC Capital's mini-tender offer?

Yes, shareholders can withdraw their shares anytime before the offer's expiration by following the instructions in the TRC offering documents.

What is the current market price of Solventum (SOLV) stock?

The closing price of Solventum's stock on June 6, 2024, was $55.05.