London, UK, March 22, 2004 (PRIMEZONE) --
AstraZeneca Does Not Recommend or Endorse
Unsolicited "Mini-Tender" Offer
AstraZeneca PLC announced today that it has received notification of an unsolicited "mini-tender" offer to its holders of American Depositary Shares (ADSs) by TRC Capital Corporation of Toronto, Canada. The offer documentation indicates that TRC Capital offers to purchase up to 2,000,000 Ordinary Shares represented by ADSs, or approximately 0.12% of the outstanding Ordinary Shares, at a price of $48.00 per ADS in cash.
AstraZeneca does not in any way recommend or endorse the TRC Capital offer and cautions its shareholders to consider the terms of the offer carefully before taking any action. Shareholders are advised that TRC Capital has reserved the right to delay payment for ADSs tendered, to withdraw its offer at any time and to amend its offer in any respect. TRC Capital may also decline to purchase ADSs tendered if any one of numerous conditions is not satisfied including receipt by TRC Capital, on terms satisfactory to TRC Capital, of financing necessary to complete the offer or if there is any change in the market price of the AstraZeneca ADSs.
TRC Capital over the past several years has made numerous "mini-tender" offers for other companies' shares. Neither AstraZeneca nor any of its directors or officers is affiliated with TRC Capital.
"Mini-tender" offers are offers to purchase less than five percent of a company's outstanding shares, thereby avoiding many of the filing, disclosure and procedural requirements of the United States Securities and Exchange Commission (SEC). The SEC has issued an investor alert regarding "mini-tender" offers, which can be found on its website at http://www.sec.gov./investor/pubs/minitend.htm. AstraZeneca advises shareholders to obtain current market quotations for their ADSs, to consult with their investment advisors and to exercise caution with respect to this "mini-tender" offer.
AstraZeneca shareholders who have already tendered their ADSs are advised that they may withdraw their shares by providing the written notice described in the TRC Capital offer documentation prior to midnight, New York City time, on April 6, 2004.
AstraZeneca is a major international healthcare business engaged in the research, development, manufacture and marketing of prescription pharmaceuticals and the supply of healthcare services. It is one of the top five pharmaceutical companies in the world with healthcare sales of over $18.8 billion and leading positions in sales of gastrointestinal, oncology, cardiovascular, neuroscience and respiratory products. AstraZeneca is listed in the Dow Jones Sustainability Index (Global and European) as well as the FTSE4Good Index.
This information is provided by RNS
The company news service from the London Stock Exchange