Target Cautions Shareholders Regarding TRC Capital's "Mini-Tender" Offer

Rhea-AI Summary

Target Corporation (NYSE: TGT) has issued a warning to shareholders regarding an unsolicited mini-tender offer from TRC Capital Corporation. The offer seeks to purchase up to 1.5 million shares $89.00 per share in cash.

Target explicitly states it is not affiliated with TRC Capital and does not endorse this offer. The company highlights that mini-tender offers typically seek less than 5% of shares to avoid investor protection requirements. The offer is set to expire on October 6, 2025.

Target urges shareholders to exercise caution, obtain current market quotations, and consult with financial advisors before considering the offer.

Positive

• None.

Negative

• Unsolicited mini-tender offer attempts to acquire Target shares below market value
• Mini-tender offer deliberately avoids investor protection requirements by targeting less than 5% of shares
• Potential risk for shareholders who may be caught off guard by the below-market offer

News Market Reaction

-1.78%

1 alert

-1.78% News Effect

On the day this news was published, TGT declined 1.78%, reflecting a mild negative market reaction.

Data tracked by StockTitan Argus on the day of publication.

MINNEAPOLIS, Sept. 22, 2025 /PRNewswire/ -- Target Corporation (NYSE: TGT) received notice of an unsolicited mini-tender offer by TRC Capital Corporation ("TRC Capital") to purchase up to 1,500,000 shares of Target's common stock at a price of $89.00 per share in cash, without interest. The offer is for approximately 0.33 percent of the outstanding shares of Target's common stock.

Target is not affiliated with TRC Capital and does not endorse this unsolicited mini-tender offer. Target is not associated with TRC Capital, its mini-tender offer, or the mini-tender offer documentation.

Target expresses no opinion on TRC Capital's offer and encourages shareholders to obtain current market quotations for their shares of Target common stock, consult with their brokers or financial advisors, review the terms and conditions of TRC Capital's offer, and exercise caution with respect to the offer.  TRC Capital's offer is currently scheduled to expire one minute after 11:59 p.m., Eastern Time, on October 6, 2025.

TRC Capital has made similar unsolicited mini-tender offers for shares of other public companies. Mini-tender offers are designed to seek less than five percent of a company's outstanding shares, thereby avoiding many investor protections, including the disclosure and procedural requirements applicable to most bids under United States securities laws. The U.S. Securities and Exchange Commission (SEC) has cautioned investors about mini-tender offers, noting that "some bidders make mini-tender offers at below-market prices, hoping that they will catch investors off guard if the investors do not compare the offer price to the current market price." The SEC also published investor tips regarding these offers on its website at: https://www.sec.gov/about/reports-publications/investorpubsminitend.

Target encourages brokers and dealers, as well as other market participants, to review the SEC's letter regarding broker-dealer mini-tender offer dissemination and disclosures on the SEC's website at: http://www.sec.gov/divisions/marketreg/minitenders/sia072401.htm.

Target urges shareholders to obtain current market quotations for their shares, consult with their broker or financial advisor, review the terms and conditions of the offer, and exercise caution with respect to the offer.

Target requests that a copy of this news release be included with all distributions of materials relating to TRC Capital's mini-tender offer related to Target Corporation shares of common stock.

About Target
Minneapolis-based Target Corporation (NYSE: TGT) serves guests at nearly 2,000 stores and at Target.com, with the purpose of helping all families discover the joy of everyday life. Since 1946, Target has given 5% of its profit to communities, which today equals millions of dollars a week. Additional company information can be found by visiting the corporate website and press center.

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SOURCE Target Corporation

FAQ

What is TRC Capital's mini-tender offer price for Target (TGT) stock?

TRC Capital is offering to purchase Target shares at $89.00 per share in cash, without interest.

How many shares is TRC Capital attempting to purchase in its Target (TGT) mini-tender offer?

TRC Capital is attempting to purchase up to 1.5 million shares, representing approximately 0.33% of Target's outstanding common stock.

When does TRC Capital's mini-tender offer for Target (TGT) expire?

The offer is scheduled to expire one minute after 11:59 p.m., Eastern Time, on October 6, 2025.

Is Target (TGT) affiliated with or endorsing TRC Capital's mini-tender offer?

No, Target explicitly states it is not affiliated with TRC Capital and does not endorse the unsolicited mini-tender offer.

Why are mini-tender offers potentially concerning for Target (TGT) shareholders?

Mini-tender offers can be concerning because they typically seek less than 5% of shares to avoid investor protection requirements and may be made at below-market prices to catch investors off guard.