Pfizer urges shareholders to reject an unsolicited mini-tender offer from Tutanota LLC, who is seeking to purchase up to 1 million Pfizer shares at $32.00-per-share.
Pfizer issued a warning to it’s shareholders to not to participate in an unsolicited mini-tender offer from a company called Tutanota LLC, which is seeking to purchase up to 1 million Pfizer shares at a price that could fall below market value.
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Tutanota LLC has made an unsolicited offer to purchase up to 1 million shares of Pfizer common stock at $32.00-per-share, representing approximately 0.02% of Pfizer's outstanding shares as of March 9, 2026.1 The offer is currently scheduled to expire at 5:00 p.m. on April 13, 2026, though Tutanota stated it intends to extend the offer until Pfizer's stock price exceeds $32.00-per-share.1
The offer contains a condition that Pfizer's closing stock price must exceed $32.00 on the last trading day before expiration, meaning shareholders who tender their shares could receive a below-market price if that condition is not met or waived.1
Pfizer also noted that Tutanota does not currently have financing in place to complete the purchase, making the offer subject to significant uncertainty.
Pfizer has no affiliation with Tutanota and does not endorse the offer.1
Shareholders who have already tendered shares can withdraw them at any time before the offer's expiration in accordance with Tutanota's offer documentation.
Mini-tender offers target less than 5% of a company's outstanding shares, which allows the bidder to avoid the disclosure and procedural requirements the U.S. Securities and Exchange Commission (SEC) imposes on larger tender offers.1
As a result, shareholders receive fewer legal protections than they would in a standard tender offer. The SEC has cautioned investors that some mini-tender offers are made at below-market prices in hopes of catching shareholders off guard before they compare the offer price to current market value.1 Tutanota has made similar mini-tender offers for shares of other companies.
Pfizer is urging shareholders to check current market prices, consult a financial advisor, and take no action if they have not already responded to the offer.
Several companies have received similar offers from Tutanota, including Merck.
In a separate offer dated November 10, 2025, Tutanota sought to purchase up to 1 million Merck shares at $65.00 per share, a price approximately 25% below Merck's closing price on the day before the offer was made and more than 31% below the price at the time Merck issued its public warning.2
That offer was scheduled to expire at 5:00 p.m. on December 15, 2025.
Merck did not endorse Tutanota’s offer and also recommended that Merck shareholders reject the offer and to not tender their shares in response to Tutanota’s unsolicited mini-tender offer.2
Other companies who received a mini-tender offer from Tutanota include, Starbucks, RTX, Nvidia, United Health Group, and Eli Lilly & Company.3
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