AMD Urges Rejection of Subpar “Mini-Tender” by TRC Capital Investment Corporation

AMD cautions stockholders against TRC Capital's "mini-tender" offer for 1 million shares of AMD common stock at a below-market price, advising them to consult with their broker or financial advisor and withdraw their shares if already tendered.

AMD is aware of the "mini-tender" offer from TRC Capital, allowing them to take necessary precautions.
The offer price is significantly lower than the current market value of AMD stock, making it an unattractive option for stockholders.
The SEC has issued an investor alert regarding "mini-tender" offers, highlighting the potential risks and advising investors to consult with their broker or financial advisor.

In a recent development, AMD (NASDAQ: AMD) has been made aware of a “mini-tender” offer from TRC Capital Investment Corporation (“TRC Capital”). This offer, dated December 11, 2023, proposes the purchase of up to 1 million shares of AMD common stock, which represents approximately 0.06% of the company’s outstanding shares.

However, AMD wants to caution its stockholders about TRC Capital’s unsolicited “mini-tender” offer. The offer price of $123.45 per share is approximately 4.24% below the closing price of AMD stock on December 8, 2023, which was $128.92 per share. Furthermore, it is approximately 11.12% below the closing price of $138.90 per share on December 18, 2023.

Given these figures, AMD strongly advises against tendering shares in response to this below-market offer. It is important to note that AMD does not endorse or recommend the TRC Capital “mini-tender” offer and has no association with TRC Capital or the offer documentation.

“Mini-tender” offers are designed to acquire less than 5% of a company’s outstanding shares, allowing them to bypass certain procedural and disclosure requirements set by the Securities and Exchange Commission (SEC). The SEC has issued an investor alert regarding these types of offers, highlighting that some bidders make below-market offers in hopes of catching investors off guard.

To make an informed decision, investors are encouraged to consult with their broker or financial advisor regarding this matter. The SEC’s advisory on “mini-tender” offers can be found here.

For those AMD stockholders who have already tendered their shares, it is important to know that they have the option to withdraw from the tender offer. They can do so by providing the written notice described in the TRC Capital offering documents before the offer expires, currently scheduled for 12:01 a.m., New York City time, on Thursday, January 11, 2024.

AMD also requests that all distributions of materials related to TRC Capital’s offer for shares of AMD common stock include a copy of this news release.

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Background Information

About AMD: AMD, a large player in the semiconductor industry is known for its powerful processors and graphic solutions, AMD has consistently pushed the boundaries of performance, efficiency, and user experience. With a customer-centric approach, the company has cultivated a reputation for delivering high-performance solutions that cater to the needs of gamers, professionals, and general users. AMD's Ryzen series of processors have redefined the landscape of desktop and laptop computing, offering impressive multi-core performance and competitive pricing that has challenged the dominance of its competitors. Complementing its processor expertise, AMD's Radeon graphics cards have also earned accolades for their efficiency and exceptional graphical capabilities, making them a favored choice among gamers and content creators. The company's commitment to innovation and technology continues to shape the client computing landscape, providing users with powerful tools to fuel their digital endeavors.