Ross Stores upsizes tender offers, gives early tally, sets yields

By Marisa Wong

Los Angeles, Oct. 16 – Ross Stores, Inc. announced the reference yields for its cash tender offers for notes from five series in a Friday press release.

Ross Stores also announced that it upsized the capped tender offers in a Thursday evening press release. The company is now offering to purchase securities so that the aggregate amount payable, excluding interest, does not exceed $1 billion. The aggregate tender cap was increased from the original $800 million cap announced on Oct. 1.

As of 5 p.m. ET on Oct. 15, holders had tendered the following amounts, with the series listed in order of acceptance priority level:

• $350,728,000, or 70.15%, of the $500 million outstanding 5.45% senior notes due 2050 (Cusip: 778296AE3), with pricing based on the 1.25% U.S. Treasury due May 15, 2050 and a fixed spread of 190 basis points. The reference yield is 1.518%;

• $266,067,000, or 66.52%, of the $400 million outstanding 4.8% senior notes due 2030 (Cusip: 778296AD5), with pricing based on the 0.625% U.S. Treasury due Aug. 15, 2030 and a fixed spread of 120 bps. The reference yield is 0.729%;

• $193,654,000, or 48.41%, of the $500 million outstanding 4.7% senior notes due 2027 (Cusip: 778296AC7), with pricing based on the 0.375% U.S. Treasury due Sept. 30, 2027 and a fixed spread of 100 bps. The reference yield is 0.513%;

• $369,798,000, or 52.83%, of the $700 million outstanding 4.6% senior notes due 2025 (Cusip: 778296AB9), with pricing based on the 0.25% U.S. Treasury due Sept. 30, 2025 and a fixed spread of 60 bps. The reference yield is 0.307%; and

• $88,631,000, or 35.45%, of the $250 million outstanding 3.375% senior notes due 2024 (Cusip: 778296AA1), with pricing based on the 0.25% U.S. Treasury due Sept. 30, 2025 and a fixed spread of 50 bps. The reference yield is 0.307%.

The reference yield used to calculate the total consideration for each series was determined at 10 a.m. ET on Oct. 16.

Total considerations will include an early tender premium of $30 for each $1,000 of notes tendered by the early tender date.

Settlement of early tendered notes is expected to occur prior to the expiration of the offer.

The offer will expire at 11:59 p.m. ET on Oct. 29. Final settlement is expected to be on Nov. 2.

Tenders may no longer be withdrawn.

Acceptance of tenders is subject to proration.

The offers are subject to a financing condition.

J.P. Morgan Securities LLC (866 834-4666, 212 834-3424) and BofA Securities Inc. (980 387-3907) are the dealer managers for the offers.

D.F. King & Co., Inc. is the tender and information agent (800 848-2998, 212 269-5550, www.dfking.com/rost).

Dublin, Calif.-based Ross owns a chain of discount department stores.

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