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Target Corporation Announces Initial Results And Upsizing Of Pending Maximum Tender Offers

Target Corporation (“ Target”) (NYSE:TGT) today announced the early tender results for its previously announced tender offers (the “ Maximum Tender Offers”) to purchase for cash up to the Maximum Payment Amount (as defined below) of its debt securities listed in the table below (collectively, the “ Notes” and each a “ series” of Notes). In addition, Target has amended the Maximum Tender Offers to increase the previously announced Maximum Payment Amount from $914,268,003 to $1,114,268,003 (the “ Maximum Payment Amount”). All other terms of the Maximum Tender Offers, as previously announced, remain unchanged. The revised Maximum Tender Offers, combined with the recent any and all tender offers, will total $1.4 billion in aggregate consideration paid by Target. The Maximum Tender Offers are being made solely pursuant to the offer to purchase and related letter of transmittal, each dated March 13, 2013 (as they may be amended or supplemented, the “ Tender Offer Documents”). Target refers investors to the Tender Offer Documents, as supplemented by the amendment noted above, for the complete terms of the Maximum Tender Offers.

As of the previously announced early tender date and time of 5:00 p.m., New York City time, on March 27, 2013, (the “ Early Tender Date”), $1,611,519,000 aggregate principal amount of Notes had been validly tendered and not validly withdrawn.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 March 27, 2013. The table below sets forth the aggregate principal amount and percentage of Notes validly tendered and not validly withdrawn by the Early Tender Date.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 Maximum Tender Offers will not be available until after the Maximum Tender Offers expire at 11:59 p.m., New York City time, on April 10, 2013, unless extended or earlier terminated (such date and time, as the same may be extended, the “ Maximum Tender Expiration Date”).

Up to the Maximum Payment Amount of the Outstanding Notes Listed Below

Title of Security

CUSIP Number

Principal Amount Outstanding

Acceptance Priority Level

Fixed Spread (Basis Points)

U.S. Treasury Reference Security

Bloomberg Reference Page

Early Tender Payment (1)

Principal Amount Tendered at Early Tender Date

Percent Tendered of Amount Outstanding
7.000% Notes due 2038     87612EAU0     $2,250,000,000     1     +90 bps     2.750% due November 15, 2042     FIT1     $30    


6.35% Debentures due 2032     87612EAK2     $550,000,000     2     +80 bps     2.750% due November 15, 2042     FIT1     $30    


6.500% Notes due 2037     87612EAR7     $1,250,000,000     3     +95 bps     2.750% due November 15, 2042     FIT1     $30    


9 7/8% Debentures due 2020     239753BC9     $38,650,000     4     +55 bps     2.000% due February 15, 2023     FIT1     $30    


8 7/8% Debentures due 2022     239753BL9     $21,628,000     5     +80 bps     2.000% due February 15, 2023     FIT1     $30    


9.70% Debentures due 2021     239753BG0     $27,715,000     6     +65 bps     2.000% due February 15, 2023     FIT1     $30    


8.80% Debentures due 2022     239753BM7     $40,830,000     7     +80 bps     2.000% due February 15, 2023     FIT1     $30    


9% Debentures due 2021     239753BJ4     $16,652,000     8     +70 bps     2.000% due February 15, 2023     FIT1     $30    



(1) Per $1,000 principal amount of Notes. The Total Consideration for Notes validly tendered at or prior to the Early Tender Date and accepted for purchase is calculated using the applicable Fixed Spread and is inclusive of the Early Tender Payment.

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