Xcel Energy Recommends Shareholders Reject Mini-Tender Offer from TRC Capital Corporation
MINNEAPOLIS--(BUSINESS WIRE)--Oct 9, 2018--Xcel Energy Inc. (XEL) reported that it has been notified of an unsolicited “mini-tender offer” by TRC Capital Corporation to purchase up to 2.5 million shares of its common stock, representing approximately 0.49% of Xcel Energy’s outstanding shares.
Xcel Energy recommends stockholders not tender their shares in response to this unsolicited mini-tender offer. Mini-tender offers, such as this one by TRC Capital, avoid many of the investor protections afforded to larger tender offers, including the filing of disclosure and other procedures mandated by U.S. securities laws. Xcel Energy is in no way associated with TRC Capital Corporation, the mini-tender offer or the offer documentation.
The offer price is below the current market price of Xcel Energy’s common stock. Specifically, TRC Capital’s offer price of $45.15 is 4.36% below the closing price of Xcel Energy’s stock on September 28, 2018, the last trading day prior to the date of the offer, and 7.4% less than the closing price of $48.78 on October 8, 2018. The mini tender offer is also subject to a number of conditions, including the securing of financing.
Xcel Energy urges stockholders to obtain current market quotations for their shares of common stock, to consult their financial advisor, and to exercise caution with respect to TRC Capital’s offer.
The SEC has issued “Tips for Investors” regarding mini-tender offers, noting that some bidders, in making the offers at below-market prices, 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 advisory may be found on the SEC website at https://www.sec.gov/reportspubs/investor-publications/investorpubsminitendhtm.html. Xcel Energy encourages brokers and dealers, as well as other market participants, to review the SEC’s letter regarding broker-dealer mini-tender offer dissemination and disclosure available at https://www.sec.gov/divisions/marketreg/minitenders/sia072401.htm.
Xcel Energy recommends that shareholders who have not responded to TRC Capital’s offer take no action. Xcel Energy stockholders who have already tendered their shares may withdraw their shares 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 Tuesday, October 30, 2018.
Xcel Energy requests that a copy of this news release be included with all distributions of materials relating to TRC Capital’s mini-tender offer related to Xcel Energy’s shares of common stock.
About Xcel Energy Xcel Energy (NASDAQ: XEL) provides the energy that powers millions of homes and businesses across eight Western and Midwestern states. Headquartered in Minneapolis, the company is an industry leader in responsibly reducing carbon emissions and producing and delivering clean energy solutions from a variety of renewable sources at competitive prices. For more information, visit xcelenergy.com or follow us on Twitter and Facebook.
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CONTACT: Xcel Energy Media Relations
KEYWORD: UNITED STATES NORTH AMERICA MINNESOTA
INDUSTRY KEYWORD: ENERGY ALTERNATIVE ENERGY UTILITIES OTHER ENERGY
SOURCE: Xcel Energy Inc.
Copyright Business Wire 2018.
PUB: 10/09/2018 06:13 PM/DISC: 10/09/2018 06:13 PM