Warning to shareholders about TRC Capital’s “Mini-Tender” offer

Target Corporation recently received notice of an unsolicited mini-tender offer from TRC Capital Corporation to purchase up to 1,500,000 shares of Target’s common stock at $89.00 per share in cash, representing about 0.33 percent of the total outstanding shares. It’s important to note that Target is not in any way associated with TRC Capital, nor does it endorse this offer or the related documentation.

Target remains impartial regarding TRC Capital’s offer and advises shareholders to seek current market quotations for their shares, consult with financial advisors, and carefully review the terms of the offer. The offer is set to expire shortly after 11:59 p.m., Eastern Time, on October 6, 2025.

TRC Capital is known for making similar unsolicited mini-tender offers to other public companies. Such mini-tender offers typically aim to acquire less than five percent of a company’s outstanding shares, bypassing various investor protections present in standard bids subject to U.S. securities laws. It’s important to take caution with mini-tender offers, as the Securities and Exchange Commission (SEC) warns that some bidders may offer prices below the market value in hopes of catching investors off guard.

Shareholders are advised to engage with brokers, review the SEC’s guidance on mini-tender offers, and remain cautious in dealing with such offers. Target emphasizes the importance of obtaining current market quotations and considering all aspects of the offer.

The company also requests that any materials related to TRC Capital’s mini-tender offer regarding Target Corporation shares of common stock include a copy of this news release to ensure transparency and clarity for shareholders.

Target Corporation, headquartered in Minneapolis, operates nearly 2,000 stores and an online platform, aiming to enrich the lives of families through a wide range of products and services. Committed to giving back, Target has contributed five percent of its profits to communities since its establishment in 1946.

In conclusion, while TRC Capital’s mini-tender offer has caught Target’s attention, the company remains neutral and urges shareholders to approach the offer with caution. By staying informed, seeking advice, and carefully evaluating the terms, shareholders can make well-informed decisions about their investments. Target continues to prioritize transparency and investor protection in all financial matters.