Companies like Estee Lauder and Johnson & Johnson this year have also asked shareholders to reject similar mini-tender offers from TRC Capital
Dollar General Corp. on Wednesday asked shareholders to reject an offer by TRC Capital Investment Corp. to buy some of its shares at a value below last week’s closing price, saying the offer would avoid disclosure rules intended to protect investors.
Dollar General DG-0.86% said TRC Capital had begun an unsolicited “mini-tender” offer to buy up to 1.5 million of its shares, or less than 1% of its overall outstanding stock, at $82.20 apiece in cash. That price is around 4% lower than the dollar-store chain’s closing price on Sept. 20, Dollar General said.
“Dollar General does not endorse TRC Capital’s unsolicited mini-tender offer and recommends that shareholders do not tender their shares pursuant to such an offer because it is at a price below the current market price for Dollar General common stock and is subject to several conditions,” the retailer said in a statement.
The company said investors should “exercise caution” toward the offer, “including monitoring for any amendment of the offer by TRC Capital.”
“Mini-tender offers, such as TRC Capital’s, seek to acquire less than five percent of a company’s outstanding common stock, thereby avoiding many disclosure and procedural requirements of SEC rules intended for the protection of shareholders, which would apply to larger, traditional tender offers,” the chain’s statement said.
Over this year, companies like Estee Lauder Cos.EL-0.40% and Johnson & Johnson JNJ-1.34% have requested that shareholders reject similar mini-tender offers by TRC Capital.
Shares of Dollar General were up fractionally after hours. The stock was hit hard last month after the retailer cut its outlook.