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Corning Recommends Rejection of Below-Market Mini-Tender Offer by TRC Capital Corporation

Post Time:Aug 15,2008Classify:Company NewsView:313

CORNING, N.Y., August 14, 2008 – Corning Incorporated (NYSE:GLW) today said it has received notification of an unsolicited “mini-tender” offer by TRC Capital Corporation to acquire up to four million Corning shares from shareholders at a price of $20.50 per share in cash.

This price represents approximately a 5% discount below Corning’s closing price on the New York Stock Exchange on Aug. 11, 2008, the day prior to the date the offer commenced.

Corning is not affiliated with TRC Capital, nor this unsolicited mini-tender offer, and recommends that shareholders not tender their shares in response to this offer.

Corning urges investors to obtain current market quotes on Corning’s stock, consult with their advisors and exercise caution in examining this mini-tender offer, which represents less than one quarter of one percent of Corning’s outstanding shares. 

Shareholders should be aware that this mini-tender offer is highly conditional.

The SEC has issued warnings about mini-tender offers.  The SEC notice states: “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 notice can be found at

Corning recommends that any shareholders who have not responded to this offer do nothing.  The company also recommends that shareholders who have already tendered shares to TRC Capital take action to reverse that decision by providing the written notice described in the TRC Capital offering documents prior to expiration of the offer on Sept. 11, 2008.

TRC Capital has targeted several other companies in the past year, including Advanced Micro Devices, Boeing, CBS, ConocoPhillips, Cummins, Duke Energy, Gannett, Honeywell, MetLife, Novartis, and Marathon Oil.

About Corning Incorporated
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Forward-Looking and Cautionary Statements
This press release contains forward-looking statements that involve a variety of business risks and other uncertainties that could cause actual results to differ materially.  These risks and uncertainties include the possibility of changes in global economic and political conditions; currency fluctuations; product demand and industry capacity; competition; manufacturing efficiencies; cost reductions; availability of critical components and materials; new product  commercialization; changes in the mix of sales between premium and non-premium products;  new plant start-up costs; possible disruption in commercial activities due to terrorist activity, armed conflict, political instability or major health concerns; adequacy of insurance; equity company activities; acquisition and divestiture activities; the level of excess or obsolete inventory; the rate of technology change; the ability to enforce patents; product and components performance issues; stock price fluctuations; and adverse litigation or regulatory developments.  Additional risk factors are identified in Corning’s filings with the Securities and Exchange Commission.  Forward-looking statements speak only as of the day that they are made, and Corning undertakes no obligation to update them in light of new information or future events.

Source: Corning Incorporated Author: admin

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