SNC-Lavalin responds to "mini tender" offer by TRC Capital
11 April 2012 - 1:30AM
PR Newswire (Canada)
MONTREAL, April 10, 2012 /CNW Telbec/ - SNC-Lavalin Group Inc. has
been notified of an unsolicited "mini-tender" offer, made by TRC
Capital Corporation ("TRC Capital") on March 29, 2012, to purchase
up to 2,000,000, or approximately 1.32%, of SNC-Lavalin's common
shares at a price of CDN $38.00 per share. SNC-Lavalin does not
recommend or endorse this unsolicited mini-tender offer.
Shareholders are cautioned that the mini-tender offer has been made
at a 4.74% discount to the closing price for SNC-Lavalin's common
shares on the Toronto Stock Exchange on March 28,2012, being the
day before the mini-tender offer was announced. The Company does
not endorse TRC Capital's unsolicited mini-tender offer and is not
associated with TRC Capital, the mini-tender offer or the
mini-tender offer documentation. TRC Capital has made numerous
similar unsolicited mini-tender offers for shares of other public
companies. Mini-tender offers are designed to seek less than 5% of
a company's outstanding shares, thereby avoiding many disclosure
and procedural requirements applicable to most bids under Canadian
securities legislation. The Canadian Securities Administrators
("CSA") have expressed serious concerns about mini-tender offers
such as the possibility that investors might tender to a
mini-tender offer based upon a misunderstanding of the terms of the
offer, including the per security price available under the offer
relative to the market price of such securities. Comments from the
CSA on mini-tenders can be found on the Ontario Securities
Commission website at:
http://www.osc.gov.on.ca/en/SecuritiesLaw_csa_19991210_61-301.jsp.
The U.S. Securities and Exchange Commission has also published
investor tips regarding mini-tender offers on its website at:
http://www.sec.gov/investor/pubs/minitend.htm. According to TRC
Capital's current mini-tender offer documents, SNC-Lavalin
shareholders who have already tendered their shares may withdraw
their shares at any time before 5:00 p.m. (Toronto time) on April
26, 2012, by following the procedures described in the offer
documents. SNC-Lavalin is one of the leading engineering and
construction groups in the world and a major player in the
ownership of infrastructure, and in the provision of operations and
maintenance services. SNC-Lavalin has offices across Canada and in
over 40 other countries around the world, and is currently working
in some 100 countries. www.snclavalin.com. SNC-LAVALIN CONTACT:
Media:Leslie QuintonVice-President, Global Corporate
CommunicationsSNC-Lavalin Group Inc.514-390-8000, ext.
7354leslie.quinton@snclavalin.comInvestors:Denis
JasminVice-President, Investor RelationsSNC-Lavalin Group
Inc.514-390-8000, ext. 7553denis.jasmin@snclavalin.com
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