Fortive Corporation Advises Shareholders to Reject “Mini-Tender” Offer by TRC Capital Investment Corporation

Fortive Corporation, (NYSE: FTV), a leading provider of essential technologies for connected workflow solutions, recently disclosed in an 8-K filing that it has received an unsolicited “mini-tender” offer from TRC Capital Investment Corporation (“TRC”). The offer proposes the purchase of up to 1,500,000 shares of Fortive’s outstanding common stock for cash.

The mini-tender offer, which represents about 0.44% of Fortive’s total common stock, is set at a price of $75.00 per share. However, this price indicates a 4.93% discount on the closing price per share of Fortive common stock on December 6, 2024, the trading day before TRC’s offer commenced.

In response to the offer, Fortive has urged its shareholders to reject TRC’s proposal, citing reasons that include the offer price falling below the current market value of Fortive’s shares and being subject to multiple conditions. Fortive has also advised any shareholders who have already tendered their shares to TRC to withdraw them by the specified deadline.

It is important to note that Fortive has clarified it is not associated with TRC, the mini-tender offer, or its documentation. TRC has previously initiated similar unsolicited mini-tender offers for shares of Fortive and other public companies. These mini-tender offers generally aim to acquire less than 5% of a company’s outstanding shares, sidestepping various investor protections mandated for larger tender offers under U.S. securities laws.

Fortive has highlighted the Securities and Exchange Commission’s (SEC) warnings regarding mini-tender offers, cautioning investors about potential below-market prices. The SEC has encouraged investors to compare offer prices with current market rates and has provided guidance on its website regarding mini-tender offers.

Fortive, a company headquartered in Everett, Washington, with a global presence and a workforce exceeding 18,000 employees, emphasizes its commitment to continuous improvement through the Fortive Business System. For further details on Fortive and its operations, interested parties can visit the company’s website.

Following this unsolicited offer, Fortive has urged investors to obtain up-to-date market quotations for Fortive’s common stock, seek advice from financial experts, and approach TRC’s offer with caution.

Contact:
Elena Rosman
Vice President, Investor Relations
Fortive Corporation
6920 Seaway Boulevard, Everett, WA 98203
Telephone: (425) 446-5000

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read Fortive’s 8K filing here.

About Fortive

Fortive Corporation designs, develops, manufactures, and services professional and engineered products, software, and services in the United States, China, and internationally. It operates in three segments: Intelligent Operating Solutions, Precision Technologies, and Advanced Healthcare Solutions. The Intelligent Operating Solutions segment provides advanced instrumentation, software, and services, including electrical test and measurement, facility and asset lifecycle software applications, and connected worker safety and compliance solutions for manufacturing, process industries, healthcare, utilities and power, communications and electronics, and other industries.