CENTENE CORPORATION RECOMMENDS STOCKHOLDERS REJECT "MINI-TENDER" OFFER FROM TRC CAPITAL INVESTMENT CORPORATION

Rhea-AI Summary

Centene Corporation (NYSE: CNC) has issued a warning to stockholders regarding an unsolicited "mini-tender" offer from TRC Capital Investment Corporation. TRC is offering to purchase up to 4 million shares at $24.75 per share, below the current market price, with the offer expiring on September 4th, 2025.

The company strongly recommends shareholders reject this offer and emphasizes that it has no affiliation with TRC. The SEC has issued warnings about mini-tender offers (less than 5% of outstanding shares) as they often aim to acquire shares below market value.

Positive

• None.

Negative

• Unsolicited mini-tender offer from TRC Capital attempts to purchase shares below market value
• Potential risk for uninformed shareholders who might sell below market price

News Market Reaction

-2.01%

1 alert

-2.01% News Effect

On the day this news was published, CNC declined 2.01%, reflecting a moderate negative market reaction.

Data tracked by StockTitan Argus on the day of publication.

ST. LOUIS, Aug. 20, 2025 /PRNewswire/ -- Centene Corporation (NYSE: CNC) (Centene) announced today that it received notice of an unsolicited "mini-tender" offer from TRC Capital Investment Corporation (TRC) dated August 5th, 2025.  Centene is in no way affiliated with TRC. TRC has offered to purchase up to 4 million shares of Centene's common stock at $24.75 per share, and this offer expires on September 4th, 2025, subject to potential extension by TRC.  This is below the current market price of Centene's common stock. 

Centene recommends stockholders reject TRC's offer and urges investors to assess the current market price of their shares as well as consult with their financial advisors.

Through a notice on its website, the U.S. Securities and Exchange Commission (SEC) advises investors to carefully evaluate mini-tender offers (defined as offers for less than 5 percent of a company's outstanding shares) as they may cause investors to sell their securities at below-market prices. 

Should investors have already tendered their shares, they may withdraw them by providing the written notice described in TRC's offering documents prior to the offer's expiration. 

Centene requests that a copy of this news release be included with all distributions of materials related to TRC's offer for shares of Centene's common stock.

About Centene Corporation
Centene Corporation, a Fortune 500 company, is a leading healthcare enterprise that is committed to helping people live healthier lives. The Company takes a local approach – with local brands and local teams – to provide fully integrated, high-quality, and cost-effective services to government-sponsored and commercial healthcare programs, focusing on under-insured and uninsured individuals. Centene offers affordable and high-quality products to more than 1 in 15 individuals across the nation, including Medicaid and Medicare members (including Medicare Prescription Drug Plans) as well as individuals and families served by the Health Insurance Marketplace.

Centene uses its investor relations website to publish important information about the Company, including information that may be deemed material to investors. Financial and other information about Centene is routinely posted and is accessible on Centene's investor relations website, https://investors.centene.com.

View original content:https://www.prnewswire.com/news-releases/centene-corporation-recommends-stockholders-reject-mini-tender-offer-from-trc-capital-investment-corporation-302535094.html

SOURCE Centene Corporation

FAQ

What is TRC Capital's mini-tender offer price for Centene (CNC) stock?

TRC Capital is offering to purchase Centene shares at $24.75 per share, which is below the current market price.

When does TRC Capital's mini-tender offer for Centene (CNC) expire?

The mini-tender offer expires on September 4th, 2025, subject to potential extension by TRC Capital.

How many Centene (CNC) shares is TRC Capital attempting to purchase?

TRC Capital is attempting to purchase up to 4 million shares of Centene's common stock.

What is Centene's (CNC) recommendation regarding TRC Capital's mini-tender offer?

Centene strongly recommends stockholders reject TRC's offer and urges investors to assess the current market price and consult with financial advisors.

Can investors withdraw their Centene (CNC) shares if already tendered to TRC Capital?

Yes, investors can withdraw their tendered shares by providing the written notice described in TRC's offering documents prior to the offer's expiration.