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APi Group Corporation (NYSE:APG) ("APi" or the "Company") has received notice of an unsolicited mini-tender offer by TRC Capital Investment Corporation of Ontario, Canada to purchase up to 3 million shares of APi common stock at an offer price of $33.40 per share.
APi is not associated in any way with TRC Capital Investment or its mini-tender offer, does not endorse this unsolicited mini-tender offer, and recommends that shareholders reject the offer because the offer price is below the current market price for APi shares and is subject to numerous conditions. APi recommends that shareholders who have not responded to TRC Capital Investment's offer take no action. The Company recommends that any 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.
Mini-tender offers seek to acquire less than 5 percent of a company's outstanding shares, thereby avoiding many disclosure and procedural requirements of the U.S. Securities and Exchange Commission (SEC) that would otherwise apply. As a result, mini-tender offers do not provide investors with the same level of protections as provided for 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 http://www.sec.gov/investor/pubs/minitend.htm
APi 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 Investment's offer.
Posted In: APG
