AMD Recommends Rejection of Below-Market “Mini-Tender” Offer from TRC Capital Investment Corporation
19 Dezembro 2023 - 6:15PM
AMD (NASDAQ: AMD) has been notified of a "mini-tender" offer by TRC
Capital Investment Corporation (“TRC Capital”). Pursuant to the
offer, which is dated Dec. 11, 2023, TRC Capital is offering to
purchase up to 1 million shares of AMD common stock, which
represents approximately 0.06% of its outstanding shares. AMD
cautions its stockholders that TRC Capital's unsolicited
"mini-tender" offer of $123.45 per share is approximately 4.24%
below the $128.92 per share closing price of AMD stock on Dec. 8,
2023, the day before the "mini-tender" offer was commenced and
approximately 11.12% below the $138.90 per share closing price of
AMD stock on Dec. 18, 2023.
AMD recommends against tendering shares in response to this
unsolicited below-market offer. AMD does not in any way recommend
or endorse the TRC Capital "mini-tender" offer, and AMD is in no
way associated with TRC Capital, the "mini-tender" offer or the
offer documentation.
"Mini-tender" offers seek less than 5% of a company's
outstanding shares thereby avoiding many procedural and disclosure
requirements of the Securities and Exchange Commission (SEC)
because they are below the SEC's threshold to provide such
disclosure and procedural protections for investors.
The SEC has issued an investor alert regarding "mini-tender"
offers, noting that, "Some bidders make mini-tender offers at
below-market prices, hoping that they will catch investors off
guard if the investors do not compare the offer price to the
current market price." Investors are urged to consult with their
broker or financial advisor on such matters. The SEC's advisory may
be found at http://www.sec.gov/investor/pubs/minitend.htm.
AMD stockholders who have already tendered shares are advised
that they may withdraw from the tender offer by providing the
written notice described in the TRC Capital offering documents
prior to the expiration of the offer currently scheduled for 12:01
a.m., New York City time, on Thursday, Jan. 11, 2024.
AMD requests that a copy of this news release be included with
all distributions of materials related to TRC Capital’s offer for
shares of AMD common stock.
About AMD
For more than 50 years AMD has driven innovation in
high-performance computing, graphics and visualization
technologies. AMD employees are focused on building leadership
high-performance and adaptive products that push the boundaries of
what is possible. Billions of people, leading Fortune 500
businesses and cutting-edge scientific research institutions around
the world rely on AMD technology daily to improve how they live,
work and play. For more information about how AMD is enabling today
and inspiring tomorrow, visit the AMD (NASDAQ: AMD) website, blog,
Facebook and X pages.
Media Contact:Drew PrairieAMD
Communications512-602-4425drew.prairie@amd.com
Investor Contact:Mitch HawsAMD
Investor Relations408-749-3124mitch.haws@amd.com
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