BERWYN, Pa., April 4, 2019 /PRNewswire/ -- AMETEK, Inc.
(NYSE: AME) has been notified of an unsolicited mini-tender offer
by TRC Capital Corporation ("TRC") to purchase up to 2,000,000
shares of AMETEK common stock, representing approximately 0.88% of
the outstanding shares of AMETEK common stock. TRC's offer
price of $79.50 per share was 4.18%
lower than the closing price per share of AMETEK common stock on
March 29, 2019, the last trading day
before the commencement of the offer.
AMETEK does not endorse TRC's unsolicited mini-tender offer and
is not associated in any way with TRC, its mini-tender offer or its
mini-tender offer documents. AMETEK recommends that stockholders
not tender their shares in response to TRC's offer, or, if
stockholders have already tendered shares, that they withdraw their
shares by providing the written notice described in the TRC
mini-tender offer documents prior to the expiration of the offer,
currently scheduled for 12:01 a.m. (Eastern
Time) on May 1, 2019, because
it was commenced at a below-market offer price, is highly
conditional and is not subject to important investor
protections.
Mini-tender offers, such as TRC's offer, seek to acquire less
than five percent of a company's shares outstanding, thereby
avoiding many disclosure and procedural requirements afforded to
larger tender offers under the rules of the U.S. Securities and
Exchange Commission (the "SEC"). 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. The
SEC has cautioned investors that some bidders making mini-tender
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 cautionary advice to
investors regarding these offers is on its website at:
www.sec.gov/investor/pubs/minitend.htm.
AMETEK urges investors to obtain current market quotations for
their shares, to consult with their broker or financial advisor and
to exercise caution with respect to TRC's offer.
AMETEK 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:
www.sec.gov/divisions/marketreg/minitenders/sia072401.htm and
NASD's Notice to Members 9-53, issued July
1999, regarding guidance to members forwarding mini-tender
offers to their customers, which can be found at
http://www.finra.org/sites/default/files/NoticeDocument/p004221.pdf.
AMETEK requests that a copy of this press release be included
with all distributions of materials relating to TRC's mini-tender
offer related to shares of AMETEK common stock.
Corporate Profile
AMETEK is a leading global
manufacturer of electronic instruments and electromechanical
devices with annual sales of approximately $5.0 billion. The AMETEK Growth Model integrates
the Four Growth Strategies - Operational Excellence, New Product
Development, Global and Market Expansion, and Strategic
Acquisitions - with a disciplined focus on cash generation and
capital deployment. AMETEK's objective is double-digit percentage
growth in earnings per share over the business cycle and a superior
return on total capital. The common stock of AMETEK is a component
of the S&P 500.
Contact:
AMETEK, Inc.
Kevin Coleman
Vice President, Investor Relations
1100 Cassatt Road
Berwyn, Pennsylvania 19312
kevin.coleman@ametek.com
Phone: 610.889.5247
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SOURCE AMETEK, Inc.