Nordstrom, Inc. Announces Expiration and Results of Exchange Offer
SEATTLE--(BUSINESS WIRE)--Jan. 2, 2014--
Nordstrom, Inc. (NYSE:JWN) (the “Company”) announced today the
expiration and results of its offer to eligible holders to exchange its
outstanding 7.00% Senior Notes due 2038 (the “old notes”) held by them
for up to $300,000,000 of its newly-issued 5.00% Senior Notes due 2044
(the “new notes”), the complete terms and conditions of which were set
forth in a confidential offering memorandum dated December 3, 2013 (the
“offering memorandum”) and the related letter of transmittal (the
“exchange offer”).
As of midnight, New York City time, on December 31, 2013 (the
“expiration date”), according to D. F. King & Co., Inc., the exchange
agent for the exchange offer, the aggregate principal amount of old
notes validly tendered and not validly withdrawn was $201,477,000, which
represents approximately 57.56% of the outstanding old notes. The
Company has accepted all of the old notes validly tendered and not
validly withdrawn as of the expiration date. The settlement date for the
exchange offer is expected to be today (the “settlement date”).
Eligible holders who validly tendered and did not validly withdraw their
old notes at or prior to 5:00 p.m., New York City time, on December 16,
2013 (the “early participation date”), will receive on the settlement
date the “total exchange price”, which will be, for each $1,000
principal amount of old notes tendered and accepted for exchange by the
Company, $1,318.43 in principal amount of new notes, as calculated in
accordance with the offering memorandum. The total exchange price is
inclusive of an “early participation payment” of $30.00, payable only to
eligible holders who validly tendered and who did not validly withdraw
their old notes at or prior to the early participation date, plus
accrued interest in the amount of $28.81.
Eligible holders who validly tendered and did not validly withdraw their
old notes after the early participation date but prior to the expiration
date will receive on the settlement date the “exchange price”,
calculated as the total exchange price minus
the early participation payment. The company received tenders of $97,000
in principal amount of old notes after the early participation date.
The new notes will constitute a further issuance of, and will form a
single series with, the 5.00% Senior Notes due 2044 (the “2044 notes”),
which the Company issued on December 12, 2013 in the aggregate principal
amount of $400,000,000. After settlement of the exchange offer,
$665,562,000 aggregate principal amount of the 2044 notes will be
outstanding.
The new notes will not be registered under the Securities Act of 1933 or
any state securities laws. The new notes may not be offered or sold in
the United States or to any U.S. persons except pursuant to an exemption
from, or in a transaction not subject to, the registration requirements
of the Securities Act of 1933 and applicable state securities laws. A
registration rights agreement provides for the registration of the new
notes.
This press release is neither an offer to purchase nor a solicitation of
an offer to sell the old notes or any other securities.
ABOUT NORDSTROM
Nordstrom, Inc. is one of the leading fashion specialty retailers based
in the U.S. Founded in 1901 as a shoe store in Seattle, today Nordstrom
operates 261 stores in 35 states, including 117 full-line stores, 141
Nordstrom Racks, two Jeffrey boutiques and one clearance store.
Nordstrom also serves customers through Nordstrom.com and through its
catalogs. Additionally, the Company operates in the online private sale
marketplace through its subsidiary HauteLook. Nordstrom, Inc.'s common
stock is publicly traded on the NYSE under the symbol JWN.
Forward Looking Statements
This press release contains “forward-looking statements” within the
meaning of the safe harbor provisions of the U.S. Private Securities
Litigation Reform Act of 1995. Forward-looking statements can be
identified by words like “will,” “may,” “should,” “expect,”
“anticipate,” “future,” “plan,” “believe,” “intend,” “goal,” “seek,”
“estimate,” “project,” “continue,” and similar expressions.
Forward-looking statements are neither historical facts nor assurances
of future performance. Instead, they are based only on our current
beliefs, expectations and assumptions regarding the future of our
business, future plans and strategies, projections, anticipated events
and trends, the economy and other future conditions. Because
forward-looking statements relate to the future, they are subject to
inherent uncertainties, risks and changes in circumstances that are
difficult to predict and many of which are outside of our control. Our
actual results and financial condition may differ materially from those
indicated in the forward-looking statements. Therefore, you should not
rely on any of these forward-looking statements. Important factors that
could cause our actual results and financial condition to differ
materially from those indicated in the forward-looking statements
include, among others, those items described in part I, Item 1A. Risk
Factors, of our Annual Report on Form 10-K for the year ended February
2, 2013. The forward-looking statements included in this press release
are made only as of the date of this release, and except as otherwise
required by federal securities law, we do not have any obligation to
publicly update or revise any forward-looking statements to reflect
subsequent events or circumstances.
Source: Nordstrom, Inc.
Media and Investor Contact:
Nordstrom, Inc.
Rob
Campbell, 206-233-6550