The Conversation (0)
RTX (NYSE: RTX) has received notice of an unsolicited "mini-tender" offer made by Tutanota LLC (Tutanota) to RTX shareholders to purchase up to 500,000 shares of RTX common stock at a purchase price of $130.00 per share. This offer is for shares representing less than 0.04 percent of the outstanding shares of RTX common stock. This offer price is approximately 24.02% below the closing price of RTX common stock on December 5, 2025 ($171.10), the last trading day before the date of the offer, and is approximately 31.72% below the closing price of RTX common stock on January 6, 2026 ($190.40), the day prior to this release. The offer price of $130.00 per share is conditioned on, among other things, the closing price per share of RTX common stock exceeding $130.00 per share on the last trading day before the offer expires. This means that unless this condition is waived by Tutanota, RTX shareholders who tender their shares in the offer will sell their shares at a below-market price.
RTX recommends that shareholders do not tender their shares in response to Tutanota's offer because the offer is at a price below the market value for shares of RTX common stock (as of the last trading day prior to the offer) and is subject to numerous additional conditions including Tutanota's ability to obtain financing. RTX shareholders who have already tendered their shares are advised they may withdraw them by following the procedures for withdrawal described in the Tutanota offer documents prior to the expiration of the offer, which is currently scheduled for 5:00 p.m. EST on January 12, 2026, unless extended or earlier terminated.
RTX does not endorse Tutanota's unsolicited mini-tender offer and is not affiliated or associated in any way with Tutanota, its mini-tender offer, or the offer documentation.
Tutanota has previously made similar mini-tender offers for shares of other companies. Mini-tender offers seek to acquire less than 5 percent of a company's shares outstanding, thereby avoiding many disclosure and procedural requirements of the U.S. Securities and Exchange Commission (SEC) that apply to offers for more than 5 percent of a company's shares outstanding. As a result, mini-tender offers do not provide investors with the same level of protections as provided by larger tender offers under U.S. securities laws. The SEC has cautioned investors about mini-tender offers, noting that some bidders make mini-tender 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." The SEC's guidance to investors on mini-tender offers is available at https://www.sec.gov/investor/pubs/minitend.htm.
RTX urges investors to obtain current market quotations for their shares, to consult with their broker or financial advisor and to exercise caution with respect to Tutanota's offer. RTX encourages brokers and dealers, as well as other market participants, to review the SEC's letter regarding broker-dealer mini-tender offer dissemination and disclosures at https://www.sec.gov/divisions/marketreg/minitenders/sia072401.htm.
RTX requests that a copy of this release be included with all distributions of materials relating to Tutanota's mini-tender offer related to shares of RTX common stock.
About RTX
RTX is the world's largest aerospace and defense company. With more than 185,000 global employees, we push the limits of technology and science to redefine how we connect and protect our world. Through industry-leading businesses – Collins Aerospace, Pratt & Whitney and Raytheon – we are advancing aviation, engineering integrated defense systems for operational success, and developing next-generation technology solutions and manufacturing to help global customers address their most critical challenges. The company, with 2024 sales of more than $80 billion, is headquartered in Arlington, Virginia.
Media Contact
C: 202.384.2474
Investor Contact
C: 781.522.5123
View original content:https://www.prnewswire.com/news-releases/rtx-recommends-shareholders-reject-mini-tender-offer-by-tutanota-llc-302654490.html
SOURCE RTX
