Kohl’s tallies early tenders for six notes, ups cap, sets pricing

By Marisa Wong

Morgantown, W.Va., April 16 – Kohl’s Corp. announced it increased the maximum aggregate principal amount of notes and debentures it may purchase in the tender offer for its 7.25% debentures due 2029, 6.875% notes due 2037, 6% debentures due 2033, 4% notes due 2021, 4.75% notes due 2023 and 3.25% notes due 2023.

The offer cap was increased to $499,917,000 from $300 million, according to a Monday press release.

The company announced in a separate release pricing for the tender offer.

As of 5 p.m. ET on April 13, the early tender deadline, holders had tendered a total of $722,212,000 of notes. The company said it expects to purchase the majority of the notes tendered by the early deadline.

Settlement for notes tendered by the early deadline and accepted for purchase is expected to take place on April 17.

The tender offer will remain open until 11:59 p.m. ET on April 27. Tenders may no longer be withdrawn.

The early tender results are as follows, with the notes listed in order of priority acceptance levels and with pricing set using a reference security plus a fixed spread:

• $57,123,000 of the $99.4 million 7.25% debentures due 2029, with pricing set using the 2.75% U.S. Treasury note due Feb. 15, 2028 plus 230 basis points for a total consideration of $1,176.33 per $1,000 principal amount;

• $49,136,000 of the $149,998,000 6.875% notes due 2037 with pricing based on the 2.75% U.S. Treasury note due Nov. 15, 2047 plus 280 bps for a total consideration of $1,118.71 per $1,000 principal amount;

• $53,644,000 of the $166,018,000 6% debentures due 2033 with pricing based on the 2.75% U.S. Treasury note due Feb. 15, 2028 plus 235 bps for a total consideration of $1,081.90 per $1,000 principal amount;

• $224,369,000 of the $650 million 4% notes due 2021 with pricing based on the 2.375% U.S. Treasury note due March 15, 2021 plus 55 bps for a total consideration of $1,028.62 per $1,000 principal amount;

• $159,945,000 of the $300 million 4.75% notes due 2023 with pricing based on the 2.5% U.S. Treasury note due March 31, 2023 plus 75 bps for a total consideration of $1,064.13 per $1,000 principal amount; and

• $177,995,000 of the $350 million 3.25% notes due 2023 with pricing based on the 2.5% U.S. Treasury note due March 31, 2023 plus 70 bps for a total consideration of $993.78 per $1,000 principal amount.

The total purchase price includes an early tender premium of $50.00 per $1,000 principal amount of notes tendered by the early deadline.

The offer is not conditioned upon any minimum amount of notes being tendered.

Notes tendered before the early deadline will be given priority over notes tendered afterward, regardless of priority level.

Morgan Stanley & Co. LLC (800 624-1808 or 212 761-1057) is the lead dealer manager. J.P. Morgan Securities LLC, MUFG Securities Americas Inc. and Wells Fargo Securities, LLC are the co-dealer managers. D.F. King & Co., Inc. (877 478-5044 or kss@dfking.com) is the tender agent and information agent.

Kohl’s is a department store chain based in Menomonee Falls, Wis.

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