ExxonMobil Recommends Shareholders Reject Below-Market Mini-Tender Offer by Ponos Industries LLC

 

Suggesting a below-market tend offer will “catch investors off guard,” Exxon Mobil Corporation urged its shareholders to reject the unsolicited mini-tender offer by Ponos Industries LLC to acquire up to 1 million shares of ExxonMobil common stock.

The 1 million shares represent approximately 0.024% of the shares outstanding as of April 27, 2020 offer date.

Ponos’ offer price of $48 per share is conditioned on the closing price per share exceeding $48 per share on the last day before the offer expires. This means that the offer will only be accepted if the offer is below market value.

“ExxonMobil recommends that stockholders do not tender their shares in response to Ponos’ offer because the offer is at a price below a conditional market price for ExxonMobil’s shares and subject to numerous conditions. ExxonMobil is not affiliated or associated in any way with Ponos, its mini-tender offer or the offer documentation,” stated the announcement by ExxonMobil.

Ponos has made many similar mini-tender offers for shares of other companies. Mini-tender offers seek to acquire less than 5 percent of a company’s shares outstanding, thereby avoiding many disclosure and procedural requirements of the U.S. Securities and Exchange Commission (SEC) that apply to offers for more than 5 percent of a company’s shares outstanding. As a result, mini-tender offers do not provide investors with the same level of protections as provided by larger tender offers under U.S. securities laws.

Source: BusinessWire