Target Corporation Announces Final Results of Maximum Tender Offers
May 02 2016 - 11:14AM
Business Wire
Target Corporation (“Target”)
(NYSE:TGT) today announced the final results of its previously
announced tender offers (the “Maximum Tender
Offers”) to purchase for cash up to $380,335,649 (the
“Long-Dated Notes Maximum Payment
Amount”) of the Long-Dated Notes (as defined below) and
$800,000,000 (the “Short-Dated Notes Maximum
Payment Amount”) of the Short-Dated Notes (as defined below,
and collectively with the Long-Dated Notes, the “Securities” and each a “series” of Securities), which commenced on
April 4, 2016 and expired at 11:59 p.m., New York City time,
on April 29, 2016 (the “Maximum Tender
Expiration Date”).
Target has accepted for purchase $256,202,000 aggregate
principal amount of Long-Dated Notes validly tendered and not
validly withdrawn and $567,854,000 aggregate principal amount of
Short-Dated Notes validly tendered and not validly withdrawn,
totaling $824,056,000. Target will pay aggregate Total
Consideration and Late Tender Offer Consideration of approximately
$980,501,366 for the Securities accepted for purchase.
As further explained in the offer to purchase and the related
letter of transmittal, each dated April 4, 2016 (as amended or
supplemented, the “Offer Documents”),
Target accepted the Securities for purchase in accordance with the
“Acceptance Priority Levels” set forth
in the table below. Target accepted for purchase 100% of the
Long-Dated Notes listed in the table below at Acceptance Priority
Level 1 and, due to oversubscription, approximately 29.3% of
the Long-Dated Notes listed in the table below at Acceptance
Priority Level 2. Target accepted for purchase 100% of the
Short-Dated Notes listed in the table below at Acceptance Priority
Levels 1 and 2. Target has not accepted for purchase any of
the Long-Dated Notes listed below at Acceptance Priority
Levels 3 through 5. Target expects to make payment for the
applicable Securities accepted for purchase in same-day funds
today, May 2, 2016. The Securities not accepted for purchase
will be promptly credited to the account of the registered holder
of such Securities with The Depository Trust Company or otherwise
returned in accordance with the Offer Documents.
Holders of Securities who validly tendered and did not validly
withdraw their Securities at or prior to 5:00 p.m., New York City
time, on April 15, 2016 (such date and time, the “Early Tender Date”) are eligible to receive the
full “Total Consideration” listed in
the table below for Securities accepted for purchase. Holders of
Securities who validly tendered their Securities after the Early
Tender Date but at or prior to the Maximum Tender Expiration Date
are eligible only to receive an amount equal to the “Late Tender Offer Consideration” listed in the
table below for Securities accepted for purchase.
Up to the Long-Dated Notes Maximum Payment Amount of the
Outstanding Securities Listed Below (the “Long-Dated
Notes”)
Percentage Principal Principal of
Principal Acceptance Late Tender Amount
Amount Outstanding
Title of Security
CUSIP Amount Priority Total
Offer Tendered at Accepted for
Securities Number
Outstanding Level
Consideration(1)
Consideration(1)
Expiration Purchase
Tendered 7.000% Notes due 2038
87612EAU0 $868,577,000 1
$1,511.76 $1,481.76 $208,759,000
$208,759,000 24.03% 6.35% Debentures due 2032
87612EAK2 $550,000,000 2
$1,364.63 $1,334.63
$162,511,000 $47,443,000 29.55% 7.00%
Debentures due 2031 87612EAF3
$218,332,000 3 N/A(2)
N/A(2) $22,421,000 $0
10.27% 6.65% Debentures due 2028 239753DL7
$115,827,000 4 N/A(2)
N/A(2) $32,608,000 $0
28.15% 6.75% Debentures due 2028 239753DJ2
$135,479,000 5 N/A(2)
N/A(2) $3,465,000 $0
2.56%
Up to the Short-Dated Notes Maximum Payment
Amount of the Outstanding Securities Listed Below (the
“Short-Dated Notes”) Percentage
Principal Principal of Principal
Acceptance Late Tender Amount Amount
Outstanding
Title of Security
CUSIP Amount Priority Total
Offer Tendered at Accepted for
Securities Number
Outstanding Level
Consideration(1)
Consideration(1)
Expiration Purchase
Tendered 6.000% Notes due 2018
87612EAS5 $1,250,000,000 1
$1,082.52 $1,052.52 $165,626,000
$165,626,000 13.25% 5.375% Notes due
2017 87612EAP1 $1,000,000,000
2 $1,046.37 $1,016.37
$402,228,000 $402,228,000 40.22%
(1) Per $1,000 principal amount of Securities.
(2) Total Consideration and Late Tender
Offer Consideration omitted because Target did not purchase any
Securities of this series.
Information Relating to the Maximum Tender OffersBarclays
Capital Inc., Citigroup Global Markets Inc. and J.P. Morgan
Securities LLC served as dealer managers for the Maximum Tender
Offers. This press release is for informational purposes only and
is not an offer to buy, or the solicitation of an offer to sell,
any securities.
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/20160502005826/en/
Target CorporationInvestors:John Hulbert,
612-761-6627orMedia:Erin Conroy, 612-761-5928orTarget Media
Hotline, 612-696-3400
Target (NYSE:TGT)
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