Kimberly-Clark Corporation Recommends Rejection of Below-Market Price Mini-Tender Offer by TRC Capital Corporation
DALLAS, Jan. 25 /PRNewswire-FirstCall/ — Kimberly-Clark Corporation (NYSE: KMB) has been notified of an unsolicited “mini-tender offer” made by TRC Capital Corporation (TRC) to Kimberly-Clark shareholders to purchase up to 2,000,000 shares of Kimberly-Clark common stock at a price of $59.00 per share. TRC’s offer price represents a discount of $3.09 per share, or 4.98 percent, below Kimberly-Clark’s closing price of $62.09 on January 20, 2010, the date of the offer.
Kimberly-Clark recommends that shareholders not tender their shares because the offer price is below Kimberly-Clark’s current share price, and urges them to obtain current market quotations for their shares of Kimberly-Clark common stock, consult with their financial advisor and exercise caution with respect to TRC’s offer.
The Securities and Exchange Commission (SEC) has issued an investor alert regarding mini-tender offers, noting that in making the offers at below-market prices, “bidders are hoping that they will catch investors off guard if the investors do not compare the offer price to the current market price.” The SEC’s investor alert can be found on the SEC Web site at http://www.sec.gov/investor/pubs/minitend.htm.
According to the SEC, mini-tender offers are for less than 5 percent of a company’s stock and typically do not provide the same investor protections required of larger tender offers, including the filing of disclosure and other tender offer documents with the SEC and other procedures mandated by U.S. securities laws.
Kimberly-Clark does not endorse this unsolicited mini-tender offer, and Kimberly-Clark is not associated in any way with TRC, the mini-tender offer or the offer documentation. Kimberly-Clark shareholders who already have tendered their shares are advised that they may withdraw their shares by providing the written notice described in the TRC offering documents prior to the expiration of the offer, currently scheduled for 12:01 a.m. EST on February 19, 2010.
Kimberly-Clark and its well-known global brands are an indispensable part of life for people in more than 150 countries. Every day, 1.3 billion people – nearly a quarter of the world’s population – trust K-C brands and the solutions they provide to enhance their health, hygiene and well-being. With brands such as Kleenex, Scott, Huggies, Pull-Ups, Kotex and Depend, Kimberly-Clark holds No. 1 or No. 2 share positions in more than 80 countries. To keep up with the latest K-C news and to learn more about the company’s 138-year history of innovation, visit www.kimberly-clark.com.
SOURCE Kimberly-Clark Corporation