RBI Recommends Shareholders Reject NYSB’s Mini-Tender Offer
Toronto, December 5, 2024 – Restaurant Brands International, Inc. (TSX: QSR) (NYSE: QSR) (TSX: QSP) wants to keep its shareholders informed about an unsolicited mini-tender offer from New York Stock and Bonds LLC (“NYSB”). They are offering to buy up to 10,000 RBI common shares, which is about 0.003% of the company’s total shares, at a price of US$45.00 per share.
It’s essential for shareholders to know that this offer is below the market price for RBI shares. In fact, the offer comes in at a 35.51% discount compared to the NYSE closing price for RBI common shares on November 21, 2024, which was the trading day before the mini-tender offer was initiated.
RBI wants to make it clear that they do not support this unsolicited offer, and they have no affiliation with NYSB or its offer. They strongly recommend that shareholders do not tender their shares to this offer.
For those shareholders who have already tendered their shares, there is an opportunity to change your mind. According to NYSB’s offer documents, shareholders can withdraw their shares within 14 days after submitting their tender form by following the specified procedures in the offer documents.
Mini-tender offers like this one are designed to acquire less than 5% of a company’s outstanding shares. They aim to bypass some of the disclosure and procedural requirements that are typical for larger bids under U.S. and Canadian securities regulations. Both the U.S. Securities and Exchange Commission (SEC) and the Canadian Securities Administrators (CSA) have raised concerns about mini-tender offers. They worry that investors may not fully understand the offer price relative to the actual market price of their securities.
RBI recommends that brokers, dealers, and other market participants proceed with caution. It’s essential to review the information provided by the SEC regarding broker-dealer mini-tender offer dissemination and disclosure on their website.
Share this news release to make sure it’s included in any distribution of materials related to TRC Capital’s mini-tender offer for RBI shares. If you want to learn more about mini-tender offers, you can visit the SEC website for additional information.
Before making any decisions regarding this offer, it’s crucial to be well-informed. Remember that NYSB has made similar unsolicited mini-tender offers for shares of other public companies.
Restaurant Brands International Inc. is a significant player in the quick-service restaurant industry, generating over $40 billion in system-wide sales annually. With more than 30,000 restaurants in over 120 countries and territories, RBI owns four iconic quick-service restaurant brands – TIM HORTONS®, BURGER KING®, POPEYES®, and FIREHOUSE SUBS®. Through its Restaurant Brands for Good framework, RBI is working towards improving sustainable outcomes related to its food, the planet, and people and communities.
Source: Restaurant Brands International Inc.
