Microsoft responds to TRC Capital's unsolicited mini-tender offer to purchase shares, urging caution and providing investor guidance. Offer expires March 24, 2025.
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| Microsoft Corp. issues statement on TRC Capital's mini-tender offer, advising shareholders to proceed with caution. The offer expires March 24, 2025. |
REDMOND, Washington, USA — March 18, 2025:
Microsoft Corp. has responded to an unsolicited mini-tender offer from TRC Capital Investment Corporation (TRC), dated February 21, 2025, in which the firm seeks to purchase up to 300,000 shares of Microsoft’s common stock at $391.00 per share. The offer represents less than 0.01% of the company’s outstanding common stock.
In its statement, Microsoft clarified that it does not endorse the offer, stressing that it is not affiliated with TRC. The company expressed a neutral stance on the offer and has encouraged shareholders to review current market quotations for Microsoft shares, consult with financial advisors, and consider the offer’s terms carefully. Microsoft emphasized the importance of exercising caution when evaluating mini-tender offers, which often lack the regulatory safeguards associated with larger offers.
The mini-tender offer from TRC is set to expire at 11:59 p.m., New York City time, on March 24, 2025, but TRC retains the option to extend or terminate the offer before the expiration date, subject to its terms.
A mini-tender offer typically involves the purchase of less than 5% of a company’s shares and does not adhere to the disclosure and procedural requirements mandated by the U.S. Securities and Exchange Commission (SEC) for larger offers. Consequently, mini-tender offers provide fewer investor protections than those required by SEC regulations. The SEC has issued guidance for investors on mini-tender offers, urging them to exercise caution and fully understand the risks involved.
This marks a continued trend for TRC, which has made similar offers for shares of other companies in the past. Microsoft has requested that a copy of its press release be included with all materials related to TRC's mini-tender offer.
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