AbbVie Recommends Shareholders Reject TRC Capital's "Mini-Tender" Offer

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Jun 12, 2020, 16:45 ET

NORTH CHICAGO, Ill., June 12, 2020 /PRNewswire/ -- AbbVie (NYSE:ABBV) has been notified that TRC Capital Investment Corporation (TRC Capital) has commenced an unsolicited "mini-tender" offer, dated June 1, 2020, to purchase up to 1,500,000 shares of AbbVie common stock at $88.05 per share. The offer price is approximately 4.99 percent below the closing price of the AbbVie common stock on May 29, 2020 ($92.67), the last trading day before the date of the offer. AbbVie is not associated in any way with TRC Capital, its mini-tender offer, or the offer documentation.

AbbVie does not endorse TRC Capital's offer. This mini-tender offer is at a price below the closing price for AbbVie's shares (as of the day prior to the offer) and is subject to numerous conditions. AbbVie recommends that shareholders obtain current quotes for the shares, review terms and conditions, and consult with their broker.

AbbVie shareholders who have already tendered may withdraw their shares by providing the written notice described in the TRC Capital offering documents prior to the expiration of the offer, which is currently scheduled at 12:01 a.m. New York City time on June 30, 2020.

AbbVie encourages brokers, dealers, and other investors to review the SEC's letter regarding broker-dealer mini-tender offer dissemination and disclosure, which can be found here: https://www.sec.gov/divisions/marketreg/minitenders/sia072401.htm.

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

About AbbVie
AbbVie's mission is to discover and deliver innovative medicines that solve serious health issues today and address the medical challenges of tomorrow. We strive to have a remarkable impact on people's lives across several key therapeutic areas: immunology, oncology, neuroscience, eye care, virology, women's health and gastroenterology, in addition to products and services across its Allergan Aesthetics portfolio. For more information about AbbVie, please visit us at www.abbvie.com. Follow @abbvie on Twitter, Facebook, Instagram, YouTube and LinkedIn.

Forward-Looking Statements
Some statements in this news release are, or may be considered, forward-looking statements for purposes of the Private Securities Litigation Reform Act of 1995. The words "believe," "expect," "anticipate," "project" and similar expressions, among others, generally identify forward-looking statements. AbbVie cautions that these forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially from those indicated in the forward-looking statements. Such risks and uncertainties include, but are not limited to, competition from other products, challenges to intellectual property, difficulties inherent in the research and development process, adverse litigation or government action, and changes to laws and regulations applicable to our industry. Additional information about the economic, competitive, governmental, technological and other factors that may affect AbbVie's operations is set forth in Item 1A, "Risk Factors," of AbbVie's 2019 Annual Report on Form 10-K, which has been filed with the Securities and Exchange Commission. AbbVie undertakes no obligation to release publicly any revisions to forward-looking statements as a result of subsequent events or developments, except as required by law.

SOURCE AbbVie