Dollar General Corporation Recommends Shareholders Reject, and Do Not Tender Shares in, "Mini-Tender" Offer by TRC Capital Investment Corporation
25 Septiembre 2024 - 3:40PM
Business Wire
Dollar General Corporation (NYSE: DG) (“Dollar General”) today
announced that TRC Capital Investment Corporation (“TRC Capital”)
has provided notice that it has commenced an unsolicited
“mini-tender” offer to purchase up to 1,500,000 shares of Dollar
General’s common stock, representing less than 1% of Dollar
General’s outstanding common stock, at an offer price of $82.20 per
share in cash. TRC Capital’s offer price of $82.20 per share is
approximately 4.43% lower than the closing price of Dollar General
common stock on the New York Stock Exchange on September 20, 2024,
the last trading day prior to the date of the offer (September 23,
2024).
Dollar General does not endorse TRC Capital’s unsolicited
mini-tender offer and recommends that shareholders do not tender
their shares pursuant to such offer because it is at a price below
the current market price for Dollar General common stock and is
subject to several conditions. According to TRC Capital’s offer
documents, any shareholders who tender (or have already tendered)
their shares may withdraw them by following the procedures outlined
in the offer documents prior to the offer’s expiration, which is
currently scheduled to occur at 11:59 pm, New York City time, on
October 23, 2024. TRC Capital may extend the offering period at its
discretion.
Dollar General is not affiliated or associated in any way with
TRC Capital, its mini-tender offer, or its mini-tender offer
documents. Consistent with the cautionary guidance from the U.S.
Securities and Exchange Commission (“SEC”) referenced below,
investors should obtain a current market quotation for their
shares, consult with their broker or financial advisor, and
exercise caution with respect to TRC Capital's offer, including
monitoring for any amendment of the offer by TRC Capital.
Mini-tender offers, such as TRC Capital’s, seek to acquire less
than five percent of a company’s outstanding common stock, thereby
avoiding many disclosure and procedural requirements of SEC rules
intended for the protection of shareholders, which would apply to
larger, traditional tender offers. The SEC’s cautionary guidance to
investors regarding mini-tenders is available at
https://www.sec.gov/reportspubs/investor-publications/investorpubsminitendhtm.html.
TRC Capital has made many similar unsolicited mini-tender offers
for shares of other public companies at below market prices. Dollar
General 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 at
https://www.sec.gov/divisions/marketreg/minitenders/sia072401.htm.
Dollar General requests that a copy of this press release be
included with all distributions of materials relating to TRC
Capital's mini-tender offer related to Dollar General’s common
stock.
About Dollar General
Corporation
Dollar General Corporation (NYSE: DG) is proud to serve as
America’s neighborhood general store. Founded in 1939, Dollar
General lives its mission of Serving Others every day by providing
access to affordable products and services for its customers,
career opportunities for its employees, and literacy and education
support for its hometown communities. As of August 2, 2024, the
Company’s 20,345 Dollar General, DG Market, DGX and pOpshelf stores
across the United States and Mi Súper Dollar General stores in
Mexico provide everyday essentials including food, health and
wellness products, cleaning and laundry supplies, self-care and
beauty items, and seasonal décor from our high-quality private
brands alongside many of the world’s most trusted brands such as
Coca Cola, PepsiCo/Frito-Lay, General Mills, Hershey, J.M. Smucker,
Kraft, Mars, Nestlé, Procter & Gamble and Unilever.
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Investor Contact: investorrelations@dollargeneral.com
Media Contact: dgpr@dollargeneral.com
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