BP
Responds To 'Mini-Tender Offer'
Posted: 28 May 2003
BP p.l.c. announced it had received notification that on May 13,
2003 TRC Capital Corporation commenced an unsolicited, below-market
mini-tender offer to purchase up to 2,500,000 of the American Depositary
Shares (ADS) of BP (equivalent to 15,000,000 Ordinary Shares, or
approximately 0.07 per cent of BP's outstanding Ordinary Shares),
at a price of $39.25 per ADS.
BP wishes to inform its ADS shareholders that it does not in any
way recommend or endorse the TRC Capital Corporation offer and that
BP is in no way associated with TRC Capital Corporation, the offer
or the offer documentation.
BP cautions its ADS shareholders that the offer is being made at
a 3.3 per cent discount to the closing price of $40.60 per ADS on
May 12, 2003, the day before the offer commenced, and is below yesterday's
closing price of $41.36. ADS shareholders are advised that, in addition
to being below-market, the offer by TRC Capital Corporation contains
other terms which may be disadvantageous to tendering ADS shareholders.
'Mini-tender' offers seek less than 5 per cent of a company's shares,
thereby avoiding many disclosure and procedural requirements of
the Securities and Exchange Commission (SEC). The SEC has issued
an investor alert regarding 'mini-tender' offers on its website
at www.sec.gov/investor/pubs/minitend.htm. The SEC has said that
mini-tender offers "have been increasingly used to catch investors
off guard" and that investors "may end up selling their
securities at below-market prices."
The Canadian Securities Administrators have also expressed concerns
with 'mini-tender' offers in an investor alert:
Mini-Tender
Offers - Watch Out For Mini-Tender Offers at Below-Market Price!
ADS shareholders are advised to consult with their investment advisors
and to exercise caution with respect to this offer.
ADS shareholders who have already tendered are advised that they
may withdraw their ADSs by providing the written notice described
in the TRC Capital Corporation offering documents prior to the expiration
of the offer on June 12, 2003.
Posted by Richard Price,
Editor Pipeline Magazine
Information supplied by companies
or PR agencies who are responsible for content. Send press releases
to info@pipelinedubai.com |
