Dominion Energy Recommends Shareholders Reject 'Mini-Tender' Offer By TRC Capital Investment Corporation (2024)

FAQs

What is the mini tender offer for TRC Capital Investment Corporation? ›

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.

RICHMOND, Va., Oct. 2, 2023 /PRNewswire/ -- Dominion Energy, Inc. (NYSE: D), has received notice of an unsolicited "mini-tender" offer by TRC Capital Investment Corporation (TRC Capital) to purchase up to 2 million shares of Dominion Energy's common stock at a price of $44.00 per share in cash.

Bidders in mini-tender offers limit the offer to five percent or less so that they do not have to comply with many of the investor protections that are in place for larger tender offers made by bidders whose total ownership after the offer, when added to their holdings before the offer, would exceed five percent.

TRC Capital Corp operates as a private investment company. The Company manages a diverse investment portfolio focusing on manufacturing, commodity, and other basic industries.

Tender offers are typically made publicly and invite shareholders to sell their shares for a specified price and within a particular window of time. The price offered is usually at a premium to the market price and is often contingent upon a minimum or a maximum number of shares sold.

So, what is a tender offer? In its clearest form, a debt tender offer is an offer broadly made to all bondholders to tender their bonds for sale at a specified price over a fixed period of time, subject to specified conditions.

If you do not tender shares in the tender offer, those shares will be cashed out in connection with the merger and you should receive payment for those shares, generally within 7-10 business days after the merger.

A tender offer has many advantages and disadvantages. Some of the advantages are that until a set number is tendered, an investor is not required to buy the stock. This eliminates the outlay of huge upfront cash and in case the offer fails, it prevents the investor from liquidating the share positions.

Mini-tender offers often target individual investors. The bidders might offer a price that is below the current market value, hoping that uninformed shareholders may not notice this and sell their shares at this lower price.

You have the right to accept or reject the offer—as long as you know what the consequences are. Most people don't own enough shares to viably reject an offer, and therefore, won't have a big effect on how the company's management will react. In the end, you may even be forced to sell your shares.

What are the SEC guidelines for mini tender offers? ›

Instead, the only rules that encompass mini-tender offers – Section 14(e) of the Securities Exchange Act and Regulation 14E – provide that bidders must: Not engage in fraud or deceptive practices; Hold open tender offers for minimum time periods; and. Make prompt payment to investors after the offer closes.

Most tender offers are made at a specified price that represents a significant premium over the current stock share price. For example, a tender offer might be made to purchase outstanding stock shares for $18 a share when the current market price is only $15 a share.

Trc is not a trusted broker because it is not regulated by a financial authority with strict standards. We would not open an account for ourselves with them. If you want to stay safe, only sign up with brokers that are overseen by a top-tier and stringent regulator.

TRC is headquartered in Lowell, Massachusetts. New Mountain acquired TRC as a result of the firm's multi-year, proactive “deep dive” effort in the engineering & consulting and infrastructure services sectors.

Houlihan Lokey is pleased to announce that TRC Companies, Inc., (NYSE:TRR) has been acquired by New Mountain Capital in a transaction valued at approximately $640 million.

A tender offer serves as a pivotal strategy in the corporate finance realm, often shaping the dynamics of company ownership and investor opportunity. Essentially, it's an invitation to buy a significant portion of a company's outstanding shares, usually at a premium over the current market price.

The offer to purchase is made at a premium over the prevailing market price. The terms of the offer are firm rather than negotiable. The offer is contingent on the tender of a fixed number of shares, often subject to a fixed maximum number to be purchased. The offer is open only for a limited period of time.

Tender offer funds are continuously offered closed-end funds that are not listed on a stock exchange and seek to provide investors with liquidity by offering to reppurchase a percentage of their outstanding shares.

A cash tender offer consists of a public offer by the issuer to purchase all or a portion of the outstanding principal amount of the relevant debt securities from the holders at a specified price, and subject to conditions, set forth in the issuer's offer to purchase.