Target Corp. Announces Final Results of Any & All Tender Offer & Maximum Payment Amounts for Pending Maximum Tender Offers
April 11 2016 - 9:00AM
Business Wire
Target Corporation (“Target”)
(NYSE:TGT) today announced that, pursuant to its previously
announced tender offers to purchase for cash certain of its
outstanding debt securities, $564,830,000 in aggregate principal
amount of its 6.500% Notes due 2037 (the “Any
and All Notes”) were validly tendered and not validly
withdrawn prior to the expiration of the Any and All Tender Offer
(as defined below) at 5:00 p.m., New York City time, on
April 8, 2016, according to the information provided by Global
Bondholder Services Corporation, the tender and information agent
for such tender offers. All of such Any and All Notes have been
accepted for purchase. Target expects to make payment for the
applicable Any and All Notes in same-day funds today,
April 11, 2016.
The tender offers consist of three separate groups of offers
(collectively, the “Tender Offers”) on
the terms set forth in the offer to purchase, the related letter of
transmittal and, if applicable, the related notice of guaranteed
delivery, each dated April 4, 2016 (as they may be amended or
supplemented, the “Offer Documents”),
with (i) the Tender Offer to purchase any and all (the
“Any and All Tender Offer”) of the Any
and All Notes, (ii) Tender Offers to purchase up to the
Long-Dated Notes Maximum Payment Amount (as defined below) of the
Long-Dated Notes (as defined in the Offer Documents), and
(iii) Tender Offers to purchase up to the Short-Dated Notes
Maximum Payment Amount (as defined below) of the Short-Dated Notes
(as defined in the Offer Documents, and together with the
Long-Dated Notes, the “Maximum Tender Offer
Notes”). Target refers investors to the Offer Documents for
the complete terms of the Tender Offers.
Each of the Maximum Tender Offers is subject to an applicable
maximum payment amount. The “Long-Dated Notes
Maximum Payment Amount” applies to the Long-Dated Notes and
has been set at $180,335,649. Such Long-Dated Notes Maximum Payment
Amount is equal to $1,000,000,000 less $819,664,351 (rounded to the
nearest dollar), the aggregate Total Consideration (as defined in
the Offer Documents) for the Any and All Notes validly tendered and
accepted for purchase. The “Short-Dated Notes
Maximum Payment Amount” applies to the Short-Dated Notes and
has been set at $800,000,000.
As previously announced, the Maximum Tender Offers will expire
at 11:59 p.m., New York City time, on April 29, 2016, unless
extended or earlier terminated. Holders of Maximum Tender Offer
Notes must validly tender and not validly withdraw their Maximum
Tender Offer Notes at or prior to 5:00 p.m., New York City time, on
April 15, 2016, the “Early Tender
Date,” unless extended or earlier terminated to be eligible
to receive the Total Consideration, which is inclusive of the Early
Tender Payment (as defined 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 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.
Barclays Capital Inc., Citigroup Global Markets Inc. and J.P.
Morgan Securities LLC 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), Citigroup Global Markets Inc. at
(800) 558-3745 (toll-free) or (212) 723-6106 (collect) or
J.P. Morgan Securities LLC at (866) 834-4666 (toll-free) or
(212) 834-4811 (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 of the debt securities
included in the Tender Offers (collectively, the “Securities”) is making any recommendation as to
whether holders should tender any Securities 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
Securities, and, if so, the principal amount of Securities 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 Securities. The full details of the Tender Offers for the
Securities, including complete instructions on how to tender
Securities, are 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
contain important information.
About TargetMinneapolis-based Target Corporation
(NYSE:TGT) serves guests at 1,793 stores and at Target.com. Since
1946, Target has given 5 percent of its profit to communities,
which today equals more than $4 million 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/20160411005653/en/
Target CorporationJohn Hulbert, Investors,
612-761-6627orErin Conroy, Media, 612-761-5928orTarget Media
Hotline, 612-696-3400
Target (NYSE:TGT)
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