Target Corporation (“Target”)
(NYSE:TGT) today announced the early tender results for its
previously announced tender offers (the “Tender Offers”) to purchase for cash up to the
Maximum Payment Amount (as defined below) of its notes or
debentures listed in the table below (collectively, the
“Notes” and each a “series” of Notes). In addition, Target has
determined that the financing condition described in the Tender
Offer Documents (as defined below) has been satisfied. All other
terms of the Tender Offers, as previously announced, remain
unchanged. The Tender Offers are being made solely pursuant to the
offer to purchase and related letter of transmittal, each dated
June 17, 2014 (as they may be amended or supplemented, the
“Tender Offer Documents”). Target
refers investors to the Tender Offer Documents for the complete
terms of the Tender Offers.
As of the previously announced early tender date and time of
5:00 p.m., New York City time, on June 30, 2014 (the “Early Tender Date”), $1,367,233,000 aggregate
principal amount of Notes had been validly tendered and not validly
withdrawn. Withdrawal rights for the Notes expired at 5:00 p.m.,
New York City time, on June 30, 2014. The table below sets forth
the aggregate principal amount and percentage of Notes validly
tendered and not validly withdrawn by the Early Tender Date. The
final results of the Tender Offers will not be available until
after the Tender Offers expire at 11:59 p.m., New York City time,
on July 15, 2014, unless extended or earlier terminated (such date
and time, as the same may be extended, the “Expiration Date”).
Up to
$1,000,000,000 Aggregate Purchase Price of the Outstanding Notes
Listed Below
Principal
Accept- Fixed U.S. Amount
Percent Principal ance Spread
Treasury Bloomberg Tendered at Tendered
of Title of CUSIP Amount Priority
(Basis Reference Reference Early
Amount Notes Number
Outstanding Level Points)
Security Page Tender Date
Outstanding
7.000% Notes due 2038
87612EAU0 $1,489,254,000 1 +95 bps
3.625% due February 15, 2044 FIT1 $
618,761,000 41.55%
6.500% Notes due 2037
87612EAR7 $1,250,000,000 2 +95 bps
3.625% due February 15, 2044 FIT1 $
565,934,000 45.27% 6.35% Debentures due 2032
87612EAK2 $550,000,000 3 +75 bps 3.625%
due February 15, 2044 FIT1 $ 141,579,000
25.74% 7.00% Debentures due 2031 87612EAF3
$218,332,000 4 +75 bps 3.625% due February 15,
2044 FIT1 $ 2,770,000 1.27% 6.65% Debentures
due 2028 239753DL7 $115,827,000 5 +140
bps 2.500% due May 15, 2024 FIT1 $ 23,666,000
20.43% 6.75% Debentures due 2028 239753DJ2
$135,479,000 6 +135 bps 2.500% due May 15,
2024 FIT1 $ 14,523,000 10.72%
(1) Per $1,000 principal amount of
Notes.
The Tender Offers are for up to the “Maximum Payment Amount,” which is $1,000,000,000.
The Total Consideration and Late Tender Offer Consideration (each,
as defined below) paid in connection with the Tender Offers will
not exceed the Maximum Payment Amount. Because the aggregate
consideration payable for validly tendered Notes already exceeds
the Maximum Payment Amount, the Notes will be purchased in
accordance with the acceptance priority levels set forth in the
table above and will be subject to proration as described in the
Tender Offer Documents. Target currently expects to accept for
purchase 100% of the Notes validly accepted and not validly
withdrawn for the series listed in the table above at Acceptance
Priority Level 1 and to accept Notes validly tendered and not
validly withdrawn for the series listed in the table above at
Acceptance Priority Level 2 on a pro rata basis. The principal
amount of each series listed in the table above at Acceptance
Priority Levels 1 and 2 that are ultimately accepted for purchase
will depend upon whether holders tender additional Notes after the
Early Tender Date and upon the determination of the Total
Consideration (as defined below) on July 1, 2014 (the “Price Determination Date”). Target does not expect
to accept for purchase any of the Notes for the series listed above
at Acceptance Priority Levels 3 through 6. The Notes not accepted
for purchase will be promptly credited to the account of the
registered holder of such Notes with The Depository Trust Company
or otherwise returned in accordance with the Tender Offer
Documents.
The “Total Consideration” will be
determined in the manner described in the Tender Offer Documents at
2:00 p.m., New York City time, on the Price Determination Date,
unless extended or earlier terminated. Holders of Notes validly
tendered and not validly withdrawn at or prior to the Early Tender
Date are eligible to receive the Total Consideration for any such
Notes accepted for purchase. Holders of Notes who validly tender
their Notes after the Early Tender Date but at or prior to the
Expiration Date will be eligible only to receive an amount equal to
the Total Consideration minus $30 (the “Late
Tender Offer Consideration”) for any such Notes accepted for
purchase.
Holders will also receive accrued and unpaid interest on Notes
validly tendered and accepted for purchase from the last interest
payment date up to, but not including, the date Target makes
payment in same-day funds for such Notes, which date is anticipated
to be July 16, 2014.
Information Relating to the Tender Offers
Barclays Capital Inc., BofA Merrill Lynch and Citigroup Global
Markets Inc. are the dealer managers for the Tender Offers.
Investors with questions regarding the Tender Offers may contact
Barclays Capital Inc. at (800) 438-3242 (toll-free) or (212)
528-7581 (collect), BofA Merrill Lynch at (888) 292-0070
(toll-free) or (980) 387-3907 (collect) or Citigroup Global Markets
Inc. at (800) 558-3745 (toll-free) or (212) 723-6106 (collect).
Global Bondholder Services Corporation is the tender and
information agent for the Tender Offers and can be contacted at
(866) 807-2200 (toll-free) or (212) 430-3774 (collect).
None of Target or its affiliates, their respective boards of
directors, the dealer managers, the tender and information agent or
the trustee is making any recommendation as to whether holders
should tender any Notes in response to any of the Tender Offers,
and neither Target nor any such other person has authorized any
person to make any such recommendation. Holders must make their own
decision as to whether to tender any of their Notes, and, if so,
the principal amount of Notes to tender.
This press release is for informational purposes only and is not
an offer to buy, or the solicitation of an offer to sell, any of
the Notes. The full details of the Tender Offers for the Notes,
including complete instructions on how to tender Notes, are
included in the Tender Offer Documents. Holders are strongly
encouraged to read carefully the Tender Offer Documents, including
materials filed with the Securities and Exchange Commission and
incorporated by reference therein, because they will contain
important information.
Holders may obtain a copy of the Tender Offer Documents, free of
charge, from Global Bondholder Services Corporation, the tender and
information agent in connection with the Tender Offers, by calling
toll-free at (866) 807-2200 (bankers and brokers can call collect
at (212) 430-3774). Holders are urged to carefully read these
materials prior to making any decisions with respect to the Tender
Offers.
About Target
Minneapolis-based Target Corporation (NYSE: TGT) serves guests
at 1,916 stores—1,789 in the United States and 127 in Canada—and at
Target.com. Since 1946, Target has given 5 percent of its profit
through community grants and programs; today, that giving equals
more than $4 million a week. For more information about Target’s
commitment to corporate responsibility, visit
target.com/corporateresponsibility.
For more information, visit Target.com/Pressroom.
Target CorporationJohn Hulbert,
612-761-6627InvestorsorEric Hausman, 612-761-2054Financial
MediaorTarget Media Hotline, 612-696-3400
Target (NYSE:TGT)
Historical Stock Chart
From Mar 2024 to Apr 2024
Target (NYSE:TGT)
Historical Stock Chart
From Apr 2023 to Apr 2024