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Pfizer | 8-K: Pfizer Recommends Shareholders Reject the Below-Market Mini-Tender Offer by TRC Capital Investment Corporation

輝瑞 | 8-K:輝瑞建議股東拒絕TRC Capital Investment Corporation低於市場水平的小型要約收購

SEC announcement ·  01/10 00:00
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Pfizer Inc. has alerted its shareholders of an unsolicited mini-tender offer by TRC Capital Investment Corporation to purchase up to 4 million shares of Pfizer's common stock at $27.35 per share. This offer price is approximately 4.4 percent below the closing price of Pfizer's stock on December 27, 2023. Pfizer has recommended that shareholders reject the offer, which it does not endorse, as it is below the current market price and subject to numerous conditions. The company has emphasized that it is not affiliated with TRC Capital or its offer and has advised shareholders to consult with their financial advisors. Shareholders who have already tendered shares have the option to withdraw them before the offer's expiration on January 30, 2024. Pfizer has also highlighted the risks associated with mini-tender offers, which are for less than 5 percent of a company's shares and are not subject to the same SEC regulations as larger tender offers.
Pfizer Inc. has alerted its shareholders of an unsolicited mini-tender offer by TRC Capital Investment Corporation to purchase up to 4 million shares of Pfizer's common stock at $27.35 per share. This offer price is approximately 4.4 percent below the closing price of Pfizer's stock on December 27, 2023. Pfizer has recommended that shareholders reject the offer, which it does not endorse, as it is below the current market price and subject to numerous conditions. The company has emphasized that it is not affiliated with TRC Capital or its offer and has advised shareholders to consult with their financial advisors. Shareholders who have already tendered shares have the option to withdraw them before the offer's expiration on January 30, 2024. Pfizer has also highlighted the risks associated with mini-tender offers, which are for less than 5 percent of a company's shares and are not subject to the same SEC regulations as larger tender offers.
輝瑞公司已提醒其股東,TRC資本投資公司主動提出了一項小型招標要約,即以每股27.35美元的價格購買輝瑞多達400萬股普通股。該要約價格比輝瑞股票2023年12月27日的收盤價低約4.4%。輝瑞建議股東拒絕該提議,但它沒有認可該要約,因爲該要約低於當前的市場價格,而且有許多條件。該公司強調其與TRC Capital或其報價無關,並建議股東諮詢其財務顧問。已經投標股票的股東可以選擇在2024年1月30日要約到期之前撤回股票。輝瑞還強調了與小型招標要約相關的風險,這些要約涉及不到公司5%的股份,並且不受與更大規模的要約相同的美國證券交易委員會法規的約束。
輝瑞公司已提醒其股東,TRC資本投資公司主動提出了一項小型招標要約,即以每股27.35美元的價格購買輝瑞多達400萬股普通股。該要約價格比輝瑞股票2023年12月27日的收盤價低約4.4%。輝瑞建議股東拒絕該提議,但它沒有認可該要約,因爲該要約低於當前的市場價格,而且有許多條件。該公司強調其與TRC Capital或其報價無關,並建議股東諮詢其財務顧問。已經投標股票的股東可以選擇在2024年1月30日要約到期之前撤回股票。輝瑞還強調了與小型招標要約相關的風險,這些要約涉及不到公司5%的股份,並且不受與更大規模的要約相同的美國證券交易委員會法規的約束。
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