Exelon Corp. has received notification of an unsolicited mini-tender offer by TRC Capital Corporation to purchase up to 3 million shares of Exelon common stock, or approximately 0.35 percent of the company’s outstanding common stock, at a price of $36.55 per share.
The offer price is approximately 4.42 percent below the closing price on May 17, 2012, the approximate date of commencement of the offer.
Exelon does not endorse TRC’s mini-tender offer and recommends that shareholders do not tender their shares. Exelon is not associated with TRC or this unsolicited offer.
TRC has made similar, unsolicited mini-tender offers for shares of other publicly-traded companies. Mini-tender offers are designed to seek to acquire less than 5 percent of a company’s outstanding shares, thereby avoiding many disclosure and procedural requirements of the Securities and Exchange Commission (SEC).
As a result, mini-tender offers do not provide investors with the same level of protections as provided by larger tender offers under United States securities laws.