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SWITZERLAND

PMI warns against mini-tender offer

02 May 2008. According to a press release by Philip Morris International (PMI), the company recommends the rejection of an offer by TRC Capital Corporation to purchase up to 2 million shares for USD 49.25 per share.

PMI said that TRC Capital Corporation made an unsolicited "mini-tender offer" to purchase up to 2 million shares of (PMI), or approximately 0.09 per cent of PMI outstanding common stock. TRC Capital’s offer price of USD 49.25 per share is 3.56 per cent below PMI’s closing share price of USD 51.07 on 28 April, and PMI recommended that stockholders not tender their shares in response to TRC Capital’s unsolicited mini-tender offer.

According to a company press statement: "PMI strongly urges investors to obtain current market quotations for their shares of common stock, to consult with their financial advisors and to exercise caution with respect to TRC Capital’s offer."

Mini-tender offers are third-party offers which seek to acquire less than 5 per cent of a company’s outstanding shares. PMI noted that the US Securities and Exchange Commission (SEC) has issued an investor alert regarding mini-tender offers. (pi)

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