Core Viewpoint - Public Service Enterprise Group (PSEG) has received an unsolicited mini-tender offer from TRC Capital Investment Corporation to purchase up to 1.5 million shares at $80.60 per share, which is below the current market price [1][2]. Group 1: Mini-Tender Offer Details - TRC Capital Investment's offer price of $80.60 is approximately 4.51% lower than PSEG's closing share price of $84.41 on July 21, 2025, and about 9.4% lower than the $88.97 closing price on August 1, 2025 [1]. - The offer represents approximately 0.3% of PSEG's outstanding shares as of the offer date [1]. - The offer is scheduled to expire at 12:00 a.m. Eastern Time on August 20, 2025, but TRC Capital Investment may extend the offering period at its discretion [2]. Group 2: PSEG's Position - PSEG is not associated with TRC Capital Investment and recommends that shareholders do not tender their shares due to the offer being below market price and subject to various conditions [2]. - Shareholders who have already tendered their shares can withdraw them at any time before the offer expires [2]. Group 3: Regulatory Context - Mini-tender offers, like the one from TRC Capital, seek to acquire less than 5% of a company's shares, allowing them to avoid many SEC disclosure and procedural requirements [3]. - The SEC has warned investors that some bidders may make mini-tender offers at below-market prices, hoping to catch investors off guard [4]. Group 4: Company Overview - PSEG operates New Jersey's largest transmission and distribution utility, serving approximately 2.4 million electric and 1.9 million natural gas customers [6]. - The company owns a fleet of 3,758 MW of carbon-free, baseload nuclear power generating units in New Jersey and Pennsylvania [6]. - PSEG is a member of the S&P 500 Index and has been recognized in the Dow Jones Sustainability North America Index for 17 consecutive years [6].
PSEG recommends shareholders reject "mini-tender" offer by TRC Capital Investment Corporation