ATLANTA, March 12, 2015 (GLOBE NEWSWIRE) -- UPS (NYSE: UPS) has received notice of an unsolicited
"mini-tender" offer by TRC Capital Corporation to purchase up to
1,500,000 shares of UPS's Class B common stock, or approximately
0.2% of the outstanding Class B shares as of February 18, 2015. TRC
Capital's unsolicited "mini-tender" offer price of $95.25 per share
is approximately 4.4% below the $99.67 per share closing price of
UPS's Class B common stock on March 12, 2015.
UPS is issuing this press release in an effort to ensure that
UPS shareowners are made aware of the potential adverse
consequences of participating in the TRC offer. The company
wants shareowners to be well informed so they are able to make
prudent decisions about their share ownership.
UPS does not endorse this unsolicited "mini-tender"
offer and recommends that shareowners reject the offer and do not
tender their shares for the following reasons.
The "mini-tender" offer is being made at a price below market
value, as described above, and is subject to numerous conditions.
TRC Capital's offer states that it may terminate the offer if,
among other things, there is a decrease in the market price of UPS
shares or if TRC Capital is unable to obtain sufficient financing
as needed to consummate the offer. The tender offer also stipulates
that shareowners must tender their shares for potential purchase by
TRC and once tendered, unless successfully withdrawn, shareowners
may be unable to sell those shares until April 20, the final
withdrawal date. UPS encourages shareowners to read carefully
all conditions in the tender offer.
TRC Capital has made similar "mini-tender" offers for the shares
of other companies and many have also publicly recommended that
their shareowners decline to tender shares for the same reasons
explained above. "Mini-tender" offers are designed to seek less
than five percent of a company's outstanding shares, thereby
avoiding disclosure and procedural requirements of the U.S.
Securities and Exchange Commission (the "SEC") that are designed to
protect investors.
The SEC has cautioned investors about "mini-tender" offers.
Among other warnings, the SEC notes that "bidders make mini-tender
offers at below-market prices, hoping they will catch investors off
guard" and that "bidders in mini-tender offers sometimes fail to
provide prompt payment, sometimes delaying for weeks or months."
UPS encourages shareowners to review the SEC's tips for investors
regarding "mini-tender" offers and their risks, available on the
SEC's website at:
http://www.sec.gov/investor/pubs/minitend.htm.
UPS is not associated with TRC Capital, its "mini-tender" offer
or the offer documentation. UPS urges shareowners to obtain market
quotations for their shares, consult their financial advisors, and
exercise caution with respect to TRC Capital's "mini-tender"
offer.
UPS requests that a copy of this release be included with all
distributions of materials relating to TRC Capital's "mini-tender"
offer relating to shares of UPS's Class B common stock.
About UPS
UPS (NYSE: UPS) is a global leader in logistics, offering a
broad range of solutions including the transportation of packages
and freight, the facilitation of international trade, and the
deployment of advanced technology to more efficiently manage the
world of business. Headquartered in Atlanta, UPS serves more than
220 countries and territories worldwide. The Company can be found
on the Internet at ups.com and its corporate blog can be found at
longitudes.ups.com. To get UPS news directly, visit
pressroom.ups.com/RSS.
CONTACT: Steve Gaut, Public Relations
(404) 828-8787
Joe Wilkins, Investor Relations
(404) 828-8209
