Murphy Oil Latest Target of TRC Capital Mini-Tender Offer

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Murphy Oil Latest Target of TRC Capital Mini-Tender Offer


EL DORADO, Ark. -- Murphy Oil Corp. received notification of an unsolicited mini-tender offer by TRC Capital Corp. to purchase up to 2 million shares -- or 1.05 percent of the company -- at the price of $61 per share. The offer price was 4.78 percent below Murphy's Oil's closing price on May 8, the day prior to the offer.

The company traded for slightly less than $64 per share this morning on the New York Stock Exchange.

"Murphy does not endorse TRC's offer and recommends that shareholders reject the offer and not tender their shares," read a statement from the oil company. "This mini-tender offer is at a price below the current market price and is subject to numerous conditions. Murphy is not associated in any way with TRC, its mini-tender offer or the offer documentation."

Murphy Oil Corp., parent of the soon-to-be-spun-off Murphy Oil USA Inc. retail division, is not the first convenience store-related company TRC Capital has targeted. The company made similar mini-tender offers to purchase shares in Hess Corp. in 2009, as well as Marathon Petroleum Corp. -- parent to Speedway LLC stores -- and Phillips 66 in 2012.

Like El Dorado, Ark.-based Murphy Oil Corp., all three companies took swift actions to ask shareholders not to sell their stock to TRC.

Mini-tender offers often seek to acquire less than 5 percent of a company's shares, thereby avoiding many disclosure and procedural requirements set forth by the U.S. Securities and Exchange Commission (SEC).

The SEC has cautioned individual investors about mini-tender offers. "Many investors who hear about mini-tender offers surrender their securities without investigating the offer, assuming that the price offered includes the premium usually present in larger, traditional tender offers," the SEC states on its website.

Murphy Oil USA is set to be spun off in the second half of 2013. The new company, led by President R. Andrew Clyde, will operate 1,172 convenience stores and gas stations in 23 states.