MOUNTAIN VIEW, Calif. – Nov. 11, 2011 – Symantec Corp. (Nasdaq: SYMC) has been notified of an unsolicited “mini-tender” offer by TRC Capital Corporation to purchase up to five million shares, or 0.7 percent, of Symantec’s outstanding common stock at a price of $16.20 per share in cash. TRC’s offer price is approximately 4.87 percent below the $17.03 closing price of Symantec common stock on Nov. 3, 2011, the day before the offer commenced.
Symantec does not endorse TRC’s mini-tender offer and recommends that Symantec shareholders do not tender their shares since the offer is below the current market price for Symantec shares. Symantec is not associated with this offer and urges shareholders to obtain current market quotations for their shares, review the conditions to the offer and exercise caution.
According to TRC’s offer documents, Symantec shareholders who have already tendered their shares may withdraw their shares at any time prior to 12:01 a.m. ET, on Tues., Dec. 6, 2011, the expiration date set forth in the offer documents, by following the procedures described in the offer documents.
TRC has made many similar mini-tender offers for shares of other publicly-traded companies. Mini-tender offers are designed to seek to acquire less than five percent of a company’s outstanding shares, thereby avoiding many disclosure and procedural requirements of the Securities and Exchange Commission (SEC) that apply to offers for more than five percent of a company’s outstanding shares. As a result, mini-tender offers do not provide investors with the same level of protections as provided by larger tender offers under United States securities laws.
The SEC has cautioned investors about mini-tender offers, noting that “some bidders make mini-tender offers at below-market prices, 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 Investor Tips regarding mini-tender offers may be found on the SEC’s website at www.sec.gov/investor/pubs/minitend.htm.
Symantec encourages broker and dealers, as well as other market participants, to review the SEC’s letter regarding broker-dealer mini-tender offer dissemination and disclosures at www.sec.gov/divisions/marketreg/minitenders/sia072401.htm.
Symantec is a global leader in providing security, storage and systems management solutions to help consumers and organizations secure and manage their information-driven world. Our software and services protect against more risks at more points, more completely and efficiently, enabling confidence wherever information is used or stored. More information is available at www.symantec.com.
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