Colgate To Shareholders: Reject “Mini-Tender” Offer from TRC

Colgate-Palmolive Company has received notification of an unsolicited “mini-tender” offer by TRC Capital Investment Corporation (TRC) to purchase up to 1.5 million shares, or approximately 0.18% of the outstanding common stock of Colgate as of March 31, 2021, at a price of $80.63 per share in cash. 

Colgate-Palmolive, ranked No. 3 in Happi's 2021 Top 50 Report, does not endorse TRC’s mini-tender offer and recommends that Colgate stockholders do not tender their shares in response to the offer because the offer is at a price below the current market price for Colgate’s shares. The offer is also subject to numerous conditions, including TRC’s ability to obtain sufficient financing to consummate the offer. Colgate also recommends that any stockholders who have tendered shares to TRC withdraw those shares by providing the written notice described in the offering documentation before the expiration of the offer (currently scheduled for 12:01am New York time on August 17, 2021).

TRC has made similar unsolicited mini-tender offers for shares of other public companies, according to Colgate. The oral care giant, in its press release, noted that mini-tender offers are designed to seek less than five percent of a company’s outstanding shares, thereby avoiding many investor protections including the disclosure and procedural requirements applicable to larger tender offers under United States securities laws. As a result, mini-tender offers do not provide investors with the same level of protections as provided by larger tender offers under United States securities laws.