Canada Packers asks shareholders to reject TRC's offer

Executive Summary

• Canada Packers Inc. has received an unsolicited "mini-tender offer" from TRC Capital Investment Corp. to purchase up to 1 million common shares (approx. 3.36% of outstanding shares) at $15 per share.
• Canada Packers strongly recommends shareholders reject the offer, citing that the price represents a 4.4% discount to the closing market price on November 17, 2025.
• The company highlights regulatory concerns from the CSA and SEC regarding mini-tender offers, noting they often bypass standard investor protections and disclosure requirements applicable to full takeover bids.

Key Details

• Offeror: TRC Capital Investment Corp.
• Target: Canada Packers Inc.
• Offer Price: $15.00 per common share.
• Quantity: Up to 1,000,000 shares (approximately 3.36% of common shares outstanding).
• Market Comparison: The offer price is a 4.4% discount to the closing price of $15.69 (implied) on the Toronto Stock Exchange on November 17, 2025.
• Company Stance: Canada Packers is not associated with TRC and advises shareholders not to tender their shares.
• Regulatory Context: The release cites Canadian Securities Administrators (CSA) and U.S. Securities and Exchange Commission (SEC) warnings that mini-tender offers (seeking <5% of shares) may mislead investors and avoid standard takeover bid procedural requirements.
• Withdrawal Rights: Shareholders who have already tendered shares may withdraw them at any time before 11:59 p.m. ET on December 17, 2025.
• Company Profile: Canada Packers is a producer of raised without antibiotics (RWA) pork, headquartered in Mississauga, Ontario, with operations in hog production, processing, and value-added innovation.

Notable Quotes

• "Canada Packers recommends that shareholders reject TRC's below-market price mini-tender offer and do not tender their shares."
• "Mini-tender offers are designed to seek less than 5 per cent of a company's outstanding shares, thereby avoiding many investor protections such as disclosure and procedural requirements applicable to most takeover bids and tender offers under applicable Canadian and U.S. securities laws."
• "The U.S. Securities and Exchange Commission (SEC) has noted that some bidders make these offers at below-market prices 'hoping that they will catch investors off guard if the investors do not compare the offer price to the current market price.'"