#United States #St. Louis #Centene Corporation #mini-tender offer #TRC Capital

Centene Corporation Urges Stockholders to Reject TRC Capital's Mini-Tender Offer

On August 20, 2025, Centene Corporation, a well-known healthcare enterprise, released a statement to its shareholders regarding an unsolicited mini-tender offer from TRC Capital Investment Corporation. The offer, dated August 5, 2025, proposes to purchase up to 4 million shares of Centene's common stock at a price of $24.75 each. Notably, this price is below the current market rate for Centene's stock, which has raised alarms among the company's executives.

What is a Mini-Tender Offer?

Mini-tender offers, defined as proposals to acquire less than 5% of a company's outstanding shares, often come with specific pitfalls. The U.S. Securities and Exchange Commission (SEC) has cautioned investors to thoroughly evaluate such offers, as they can result in selling securities at unfavorable prices. In light of this, Centene has emphasized the importance of being vigilant and considering the actual market value of their shares before taking any action.

Company’s Stance

Centene Corporation's management strongly recommends that stockholders reject TRC Capital's offer. They urge investors to take the time to review the current trading price of their shares and consider consulting with financial advisors to make informed decisions. Centene's response highlights their commitment to protecting the interests of their shareholders.

Moreover, for those who have already tendered their shares in response to TRC's offer, Centene has provided clear instructions on how to retract their shares. Stockholders can withdraw their shares by issuing a written notice as per the guidelines stated in TRC’s offering documents before the deadline of September 4, 2025.

About Centene Corporation

Centene Corporation is recognized as a Fortune 500 entity, dedicated to enhancing healthcare access for individuals across the nation. The company prioritizes a localized approach, employing local brands and teams to deliver comprehensive, high-quality, and budget-friendly services, primarily targeting government-sponsored and commercial healthcare programs. Centene caters to a significant demographic, including Medicaid and Medicare beneficiaries, as well as individuals and families utilizing Health Insurance Marketplace options.

Today, Centene is proud to serve more than 1 in 15 individuals nationwide, playing a vital role in promoting health and well-being among underserved populations. In line with its commitment to transparency, the company regularly updates its investor relations portal with important corporate information and financial data.

As the deadline for TRC Capital’s mini-tender offer approaches, Centene’s proactive communication exemplifies the company's dedication to guiding its shareholders in navigating unsolicited acquisition attempts. Investors are encouraged to remain alert and informed about the developments surrounding their shares and to prioritize their interests when making investment decisions.