Target Corporation (“Target”)
(NYSE:TGT) today announced that it has commenced tender offers to
purchase for cash any and all of its debt securities listed in the
tables below (collectively, the “Notes” and each a “series” of Notes).
Any and All of the Outstanding Securities Listed Below
(the “Notes”) Fixed
Principal Spread
Bloomberg Title of CUSIP Amount
(Basis U.S. Treasury Reference Hypothetical
Total Security Number
Outstanding Points) Reference
Security Page
Consideration(1)
7.000% Notesdue 2038
87612EAU0 $659,818,000 +85 bps
3.000% dueMay 15, 2047
FIT1 $1,475.24
6.500% Notesdue 2037
87612EAR7 $580,611,000 +85 bps
3.000% dueMay 15, 2047
FIT1 $1,400.85
6.35% Debenturesdue 2032
87612EAK2 $502,557,000 +120 bps
2.250% dueAugust 15, 2027
FIT1 $1,334.52
7.00% Debenturesdue 2031
87612EAF3 $218,332,000 +115 bps
2.250% dueAugust 15, 2027
FIT1 $1,389.13
6.65% Debenturesdue 2028
239753DL7 $115,827,000 +105 bps
2.250% dueAugust 15, 2027
FIT1 $1,299.13
6.75% Debenturesdue 2028
239753DJ2 $135,479,000 +105 bps
2.250% dueAugust 15, 2027
FIT1 $1,294.09 (1) The hypothetical Total
Consideration (per $1,000 principal amount) for Notes validly
tendered at or prior to the Expiration Date (as defined below) and
accepted for purchase is calculated using the fixed spread for each
series of Notes set forth in the table above.
The tender offers consist of six separate offers to purchase any
and all of each series of Notes listed in the table above (each a
“Tender Offer”, and collectively, the
“Tender Offers”) on the terms set
forth in the offer to purchase, the related letter of transmittal
and, to the extent applicable, the related notice of guaranteed
delivery, each dated October 16, 2017 (as they may be amended
or supplemented, the “Offer
Documents”). Target refers investors to the Offer Documents
for the complete terms of the Tender Offers. See “Information
Relating to the Tender Offers” below for instructions on obtaining
copies of the Offer Documents.
The Tender Offers will expire at 5:00 p.m., New York City time,
on October 20, 2017, unless extended or earlier terminated
(such time and date, as it may be extended with respect to a
series, the “Expiration Date”).
Holders of Notes must validly tender and not validly withdraw their
Notes at or prior to the Expiration Date to be eligible to receive
the Total Consideration.
Notes may be validly withdrawn at any time at or prior to 5:00
p.m., New York City time, on October 20, 2017, unless such
date and time is extended or earlier terminated by Target with
respect to a series, but not thereafter.
The “Total Consideration” for each
$1,000 principal amount of Notes validly tendered and accepted for
purchase pursuant to the Tender Offers will be determined in the
manner described in the Offer Documents by reference to a fixed
spread specified for each series plus the yield based on the
bid-side price of the U.S. Treasury Security specified in the
tables on the first page at 2:00 p.m., New York City time, on
October 20, 2017, in each case unless extended or earlier
terminated. The payment date for the Notes tendered by the
Expiration Date is anticipated to be October 23, 2017, one
business day after the Expiration Date. 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, this initial payment date when Target would make payment
in same-day funds. The payment date for the Notes tendered by
guaranteed delivery (as further described in the Offer Documents)
is anticipated to be October 25, 2017, two business days after
the initial payment date for Notes. Interest will cease to accrue
on October 23, 2017 for all Notes accepted in the Tender
Offers, including those tendered by guaranteed delivery, and
holders tendering by guaranteed delivery will not receive interest
for any portion of such two business day-period even if delivering
the Notes before the end of such two business day-period.
Only registered holders of Notes are entitled to tender Notes
pursuant to the Tender Offers. A beneficial owner of Notes that are
held of record by a custodian bank, broker, dealer, commercial
bank, trust company or other nominee must contact the nominee and
request that such nominee tender such Notes on the beneficial
owner’s behalf prior to the Expiration Date in order to receive the
Total Consideration for the Notes.
The Tender Offers are subject to the satisfaction or waiver of
certain conditions, as specified in the Offer Documents.
Information Relating to the Tender OffersCopies of the
offer to purchase, letter of transmittal and notice of guaranteed
delivery are available immediately at the following web address:
http://www.gbsc-usa.com/Target/. Holders may also obtain a copy of
the 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) 470-3900 (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.
BofA Merrill Lynch, Deutsche Bank Securities and Goldman Sachs
& Co. LLC are the dealer managers for the Tender Offers.
Investors with questions regarding the Tender Offers may contact
BofA Merrill Lynch at (888) 292-0070 (toll-free) or
(980) 387-3907 (collect), Deutsche Bank Securities at
(866) 627-0391 (toll-free) or (212) 250-2955 (collect) or
Goldman Sachs & Co. LLC at (800) 828-3182 (toll-free) or
(212) 902-6595 (collect). Global Bondholder Services
Corporation is the tender and information agent for the Tender
Offers and can be contacted at (866) 470-3900 (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 applicable trustee with respect to any Notes 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 decisions 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, is included
in the Offer Documents. Holders are strongly encouraged to read
carefully the Offer Documents, including materials filed with the
Securities and Exchange Commission and incorporated by reference
therein, because they will contain important information.
About TargetMinneapolis-based Target Corporation
(NYSE:TGT) serves guests at 1,816 stores and at Target.com. Since
1946, Target has given 5 percent of its profit to communities,
which today equals millions of dollars a week. For more
information, visit Target.com/Pressroom. For a behind-the-scenes
look at Target, visit Target.com/abullseyeview or follow
@TargetNews on Twitter.
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version on businesswire.com: http://www.businesswire.com/news/home/20171016005636/en/
Target CorporationJohn Hulbert, Investors, 612-761-6627orErin
Conroy, Media, 612-761-5928orTarget Media Hotline, 612-696-3400
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