-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, BTzFtOz0cSWv4chUtWbErZb3SsotM5aDqhGUDSqChoJ4Yg//VIcb4eAdKqtOQEnr kh9vNsFXnkwHOZQXhxUimA== 0001104659-07-068662.txt : 20070912 0001104659-07-068662.hdr.sgml : 20070912 20070912172830 ACCESSION NUMBER: 0001104659-07-068662 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20070912 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070912 DATE AS OF CHANGE: 20070912 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TARGET CORP CENTRAL INDEX KEY: 0000027419 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-VARIETY STORES [5331] IRS NUMBER: 410215170 STATE OF INCORPORATION: MN FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-06049 FILM NUMBER: 071113992 BUSINESS ADDRESS: STREET 1: 1000 NICOLLET MALL CITY: MINNEAPOLIS STATE: MN ZIP: 55403 BUSINESS PHONE: 6123046073 MAIL ADDRESS: STREET 1: 1000 NICOLLET MALL CITY: MINNEAPOLIS STATE: MN ZIP: 55403 FORMER COMPANY: FORMER CONFORMED NAME: DAYTON HUDSON CORP DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: DAYTON CORP DATE OF NAME CHANGE: 19690728 8-K 1 a07-23832_18k.htm 8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) September 12, 2007

Target Corporation

(Exact name of registrant as specified in its charter)

Minnesota

 

1-6049

 

41-0215170

(State or other jurisdiction of incorporation)

 

(Commission File Number)

 

(I.R.S. Employer Identification No.)

 

1000 Nicollet Mall, Minneapolis, Minnesota 55403

(Address of principal executive offices, including zip code)

(612) 304-6073

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))




Item 5.02                           Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On September 12, 2007, the Board of Directors elected Mary Dillon and Derica W. Rice as directors of Target Corporation.

Ms. Dillon is Executive Vice President and Global Chief Marketing Officer of McDonald’s Corporation.  Ms. Dillon was also named to the Executive Committee and the Corporate Governance Committee of the Board, and has been designated as a Class III director.  Her initial term will expire in 2009.

Mr. Rice is Senior Vice President and Chief Financial Officer of Eli Lilly and Company.  Mr. Rice was also named to the Executive Committee and the Corporate Governance Committee of the Board, and has been designated as a Class II director.  His initial term will expire in 2008.

Also on September 12, 2007, the Board of Directors approved amendments to certain of our deferred compensation plans in connection with our efforts to bring these plans into compliance with Section 409A of the Internal Revenue Code. The amendments include the addition of a feature that allows participants to elect to receive their deferred compensation balances on fixed future dates, including while still actively employed, with such distribution dates beginning as early as calendar year 2008. The plans previously permitted distribution only following termination of employment. These amendments do not change the amount of benefits to participants under the plans.

The effected plans are the Amended and Restated Deferred Compensation Plan Senior Management Group, the Amended and Restated SMG Executive Deferred Compensation Plan and the Amended and Restated Director Deferred Compensation Plan.

Item 8.01               Other Events

On September 12, 2007, Target Corporation issued a News Release relating to a review of ownership alternatives for its credit card receivables and analysis of its capital structure. The News Release is attached hereto as Exhibit 99.

Item 9.01               Financial Statements and Exhibits

(d)                                 Exhibits

(99)                            Target Corporation’s News Release dated September 12, 2007 relating to a review of ownership alternatives for its credit card receivables and analysis of its capital structure.




SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

TARGET CORPORATION

Date:

September 12, 2007

 

 

/s/ Timothy R. Baer

 

 

 

Timothy R. Baer

 

 

Executive Vice President, General Counsel and
Corporate Secretary

 

EXHIBIT INDEX

 

Exhibit

 

 

 

Description

 

 

 

Method
of Filing

 

(99).

 

Target Corporation’s News Release dated September 12, 2007 relating to a review of ownership alternatives for its credit card receivables and analysis of its capital structure.

 

Filed Electronically

 



EX-99 2 a07-23832_1ex99.htm EX-99

Exhibit 99

FOR IMMEDIATE RELEASE

 

Contacts:

 

Susan Kahn

 

 

 

 

612-761-6735

 

 

 

 

John Hulbert

 

 

 

 

612-761-6627

 

TARGET CORPORATION TO REVIEW
OWNERSHIP ALTERNATIVES FOR CREDIT CARD RECEIVABLES
 COMPANY ALSO TO ANALYZE CAPITAL STRUCTURE

MINNEAPOLIS, September 12, 2007 — Target Corporation announced today that it will review potential ownership alternatives for its credit card receivables, an asset of approximately $7 billion. The company also announced that it will re-evaluate its use of debt in its capital structure and its pace of share repurchases. The company expects to complete these reviews by the end of December.

Receivables Ownership

Target Corporation has more than 100 years of experience in granting, underwriting and servicing credit for our guests. In the past 13 years, Target has built a consistent, highly profitable credit card portfolio and become one of the ten largest issuers of credit cards in the United States, with products and services strategically integrated into Target’s core retail operations. The primary products include the Target Visa Card and Target Credit Card, together known as “REDcards”, as well as GiftCards and other financial products. Target guests apply for REDcards exclusively in our stores and online at Target.com.

“Target has dedicated significant effort over many years to create a premier credit card operation with a world-class team, which has allowed us to drive incremental sales, deepen our relationship with our guests and reinforce our brand,” said Bob Ulrich, Chairman and CEO of Target Corporation. “Going forward, we are committed to maintaining the highest brand standards for our financial products and services, continuing to invest in our outstanding financial services team and delivering an exceptional and integrated credit and retail guest experience.”

The review of our credit card receivables will be focused on the economics of possible alternatives and will include, but not be limited to, an examination of possible differences in growth rates and credit risk exposure between the current direct ownership model and other possible ownership structures, the cost of debt and equity capital to fund our receivables, and current and future liquidity considerations. Goldman Sachs has been engaged to advise the company in this review.

-more-




TARGET CORPORATION
Page 2

Doug Scovanner, Chief Financial Officer of Target Corporation, added, “Given our objective to create substantial shareholder value over time, we plan to approach the capital markets to determine whether Target or a financial institution is better suited to own our receivables. Unlike other retail credit card portfolios, Target’s receivables portfolio possesses a unique combination of attributes which include strong double-digit growth, a consistently high yield and unprecedented integration with our retail operations. Regardless of whether or not our review results in a receivables sale, we intend to maintain our core financial services operation and remain firmly committed to growing and developing our best-in-class Target Financial Services team.”

Capital Structure

Concurrent with the review of credit card receivables, the company will also conduct a review of the use of debt in its capital structure and the pace of current and possible future share repurchase activity. Should a sale of any, or all, of the company’s credit card receivables occur, this capital structure review will also include an analysis of the appropriate application of proceeds.

 “To provide for the substantial ongoing capital reinvestment required by Target’s core strategy, we remain firmly committed to maintaining Target’s strong investment-grade credit ratings, and specifically we will not consider taking any deliberate actions that would jeopardize our current short-term debt ratings. As a result, Target expects to maintain the necessary credit profile to preserve our long-term debt ratings within the “A” category,” Scovanner said.

For reference, the company’s current long-term ratings are A1, A+, and A+ with Moody’s, S&P and Fitch, respectively. The company plans to discuss these considerations with the three debt-rating agencies that currently rate Target’s short-term and long-term debt.

Additional Information

A pre-recorded message describing information that the company has made available is accessible by calling 612-761-6500. A transcript of this pre-recorded message is also available on our web site at www.target.com/investors. The company will broadly disseminate updates as it deems appropriate.

Target Corporation’s operations include large, general merchandise and food discount stores and a fully integrated on-line business through which we offer a fun and convenient shopping experience with thousands of highly differentiated and affordably priced items. The company currently operates 1,537 Target stores in 47 states. Target Corporation news releases are available at www.target.com.

###



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