WALTHAM,
Mass., Nov. 29, 2023 /PRNewswire/ -- Veralto
(NYSE: VLTO), a global leader in essential water and product
quality solutions dedicated to Safeguarding the World's Most Vital
Resources™, has become aware of an unsolicited "mini-tender offer"
made by TRC Capital Investment Corporation (TRC) to Veralto
shareholders to purchase up to 2,000,000 shares of Veralto common
stock at a price of $65.40 per
share. TRC's offer price represents a discount of
$2.96 per share, or 4.33 percent,
below Veralto's closing price of $68.36 on October 30,
2023, the last trading day prior to the announcement of
TRC's offer. The closing price of Veralto's common stock on
November 28, 2023 was $73.32 per share.
Veralto recommends that shareholders reject TRC's unsolicited
offer because, among other reasons, the offer price is below
Veralto's current share price. The offer is also subject to
numerous conditions. Veralto also recommends that any
shareholders 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, which is
currently scheduled for 12:01 a.m., New York City Time, on
November 30, 2023, subject to
extension at TRC's discretion.
Veralto does not endorse this unsolicited mini-tender offer, and
Veralto is not associated in any way with TRC, the mini-tender
offer or the offer documentation.
TRC has made similar unsolicited mini-tender offers for shares
of other public companies. Mini-tender offers are designed to
seek less than 5 percent of a company's outstanding shares, thereby
avoiding many investor protections, including the disclosure and
procedural requirements, applicable to larger tender offers under
U.S. securities laws. The U.S. Securities and Exchange Commission
(SEC) has cautioned investors about 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." The SEC
has also published investor tips regarding these offers on its
website at: http://www.sec.gov/investor/pubs/minitend.htm.
Veralto encourages brokers and dealers, as well as other market
participants, to review the SEC's letter regarding broker-dealer
mini-tender offer dissemination and disclosures on the SEC's
website at:
http://www.sec.gov/divisions/marketreg/minitenders/sia072401.htm.
Veralto urges investors to obtain current market quotations for
shares of Veralto's common stock, consult with their brokers or
financial advisors and exercise caution with respect to TRC's
offer.
Veralto requests that a copy of this press release be included
with all distributions of materials relating to TRC's mini-tender
offer.
ABOUT VERALTO
With annual sales of nearly $5
billion, Veralto is a global leader in essential technology
solutions with a proven track record of solving some of the most
complex challenges we face as a society. Our industry-leading
companies with globally recognized brands are building on a
long-established legacy of innovation and customer trust to create
a safer, cleaner, more vibrant future. Headquartered in
Waltham, Massachusetts, our global
team of 16,000 associates is committed to making an enduring
positive impact on our world and united by a powerful purpose:
Safeguarding the World's Most Vital Resources™.
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SOURCE Veralto