TORONTO, July 22,
2024 /PRNewswire/ - Hydro One Limited (TSX: H)
("Hydro One") has received notice of an unsolicited
mini-tender offer by TRC Capital Investment Corporation ("TRC
Capital") to purchase up to 2,500,000 common shares of Hydro
One ("common shares"), or approximately 0.42% of the
outstanding common shares of Hydro One as at July 19, 2024, at a below-market price of
CAD$38.10 per share in cash. Hydro
One does not endorse TRC Capital's unsolicited offer, is not
affiliated or associated with TRC Capital or its offer and
recommends that shareholders do not tender their common shares to
the offer.
Hydro One cautions shareholders that TRC Capital's offer has
been made at a price below recent market prices for the Hydro One
common shares. TRC Capital's unsolicited offer price of
CAD$38.10 per share represents a
discount of approximately 4.49% to the CAD$39.89 closing price of the Hydro One common
shares on July 9, 2024, the last
trading day before the mini-tender offer was commenced.
Shareholders are urged to obtain current market quotations for
their common shares, consult with their broker or financial advisor
and exercise caution with respect to TRC Capital's unsolicited
offer. According to TRC Capital's offer documents, Hydro One
shareholders who have already tendered their common shares can
withdraw their common shares tendered at any time before 11:59
p.m. (Toronto time) on August 9, 2024 by following
the procedures described in the offer documents.
TRC Capital has made similar unsolicited mini-tender offers for
shares of several other public companies in Canada and elsewhere. Mini-tender offers are
designed to avoid investor protections such as disclosure and
procedural requirements applicable to most take-over bids and
tender offers under Canadian and U.S. securities laws.
The Canadian Securities Administrators ("CSA") and the
U.S. Securities and Exchange Commission ("SEC") have
expressed concerns about mini-tender offers, including the
possibility that investors might tender to such offers without
understanding the offer price relative to the actual market price
of their securities.
The CSA's long-standing guidance on mini-tenders can be found on
the Ontario Securities Commission website at
www.osc.gov.on.ca/en/SecuritiesLaw_csa_19991210_61-301.jsp.
The SEC has also published investor tips about mini-tender
offers, which can be found on its website
at http://www.sec.gov/investor/pubs/minitend.htm.
Hydro One requests that a copy of this news release be included
with any distribution of materials relating to TRC Capital's
mini-tender offer for Hydro One common shares.
Hydro One Limited (TSX: H)
Hydro One Limited, through its wholly-owned subsidiaries, is
Ontario's largest electricity
transmission and distribution provider with approximately 1.5
million valued customers, approximately $32.8 billion in assets as at December 31, 2023, and annual revenues in 2023 of
approximately $7.8 billion. Our team
of approximately 9,700 skilled and dedicated employees proudly
build and maintain a safe and reliable electricity system which is
essential to supporting strong and successful communities. In 2023,
Hydro One invested approximately $2.5
billion in its transmission and distribution networks, and
supported the economy through buying approximately $2.5 billion of goods and services. We are
committed to the communities where we live and work through
community investment, sustainability and diversity initiatives.
Hydro One Limited's common shares are listed on the TSX and certain
of Hydro One Inc.'s medium term notes are listed on the NYSE.
Additional information can be accessed at www.HydroOne.com,
www.sedarplus.com or www.sec.gov.
Caution Concerning Forward Looking
Statements, Risks and Assumptions:
This press release may contain "forward-looking information"
within the meaning of applicable securities laws. Words such as
"expect", "anticipate", "intend", "attempt", "may", "plan", "will",
"can", "believe", "seek", "estimate", and variations of such words
and similar expressions are intended to identify such
forward-looking information. These statements are not guarantees of
future performance or actions and involve assumptions and risks and
uncertainties that are difficult to predict. Therefore, actual
outcomes and results may differ materially from what is expressed,
implied or forecasted in such forward-looking information. Some of
the factors that could cause actual results or outcomes to differ
materially from the results expressed, implied or forecasted by
such forward-looking information, including some of the assumptions
used in making such statements, are discussed more fully in Hydro
One's filings with the securities regulatory authorities
in Canada, which are available on SEDAR+
at www.sedarplus.com. Hydro One does not intend, and it
disclaims any obligation, to update any forward-looking
information, except as required by law.
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SOURCE Hydro One Limited