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ExxonMobil Recommends Shareholders Reject the Below-Market Mini-Tender Offer by TRC Capital Corporation

 March 24, 2017 - 5:00 PM EDT

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ExxonMobil Recommends Shareholders Reject the Below-Market Mini-Tender Offer by TRC Capital Corporation

Exxon
Mobil Corporation
(NYSE:XOM) today announced that it has received
notice of an unsolicited mini-tender offer by TRC Capital Corporation to
purchase up to 2 million shares of ExxonMobil common stock, which
represents approximately 0.05 percent of the shares outstanding as of
the March 13, 2017 offer date. TRC Capital’s offer price of $78 per
share is approximately 4.42 percent lower than the $81.61 closing share
price of ExxonMobil’s common stock on March 10, 2017 – the business day
prior to the date of the offer.

ExxonMobil recommends that stockholders do not tender their shares in
response to TRC Capital’s offer because the offer is at a price below
the current market price for ExxonMobil’s shares and subject to numerous
conditions. ExxonMobil is not affiliated or associated in any way with
TRC Capital, its mini-tender offer or the offer documentation.

TRC Capital has made many similar mini-tender offers for shares of other
companies. Mini-tender offers seek to acquire less than 5 percent of a
company’s shares outstanding, thereby avoiding many disclosure and
procedural requirements of the U.S. Securities and Exchange Commission
(SEC) that apply to offers for more than 5 percent of a company’s shares
outstanding. As a result, mini-tender offers do not provide investors
with the same level of protections as provided by larger tender offers
under U.S. securities laws.

The SEC has cautioned investors that some bidders making mini-tender
offers at below-market prices are “hoping that they will catch investors
off guard if the investors do not compare the offer price to the current
market price.” More on the SEC’s guidance to investors on mini-tender
offers is available at www.sec.gov/investor/pubs/minitend.htm.

ExxonMobil urges investors 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. ExxonMobil
recommends that shareholders who have not responded to TRC Capital’s
offer take no action. Shareholders who have already tendered their
shares may withdraw them at any time prior to the expiration of the
offer, in accordance with TRC Capital’s offering documents. The offer is
currently scheduled to expire at 12:01 a.m. Eastern Time on Tuesday,
April 11, 2017. TRC Capital may extend the offering period at its
discretion.

ExxonMobil 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 at www.sec.gov/divisions/marketreg/minitenders/sia072401.htm.

ExxonMobil 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 ExxonMobil shares of common stock.

About ExxonMobil

ExxonMobil, the largest publicly traded international oil and gas
company, uses technology and innovation to help meet the world’s growing
energy needs. ExxonMobil holds an industry-leading inventory of
resources, is the largest refiner and marketer of petroleum products,
and its chemical company is one of the largest in the world. For more
information, visit www.exxonmobil.com
or follow us on Twitter www.twitter.com/exxonmobil.

ExxonMobil
Media Relations, 972-444-1007

Source: Business Wire
(March 24, 2017 - 5:00 PM EDT)

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