UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM  i 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):  i April 9, 2021

 

KOHL’S CORPORATION

(Exact name of registrant as specified in its charter)

 

 

i Wisconsin		i 001-11084		i 39-1630919
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

 

i N56 W17000 Ridgewood Drive  i Menomonee Falls,  i Wisconsin		i 53051
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code:  i (262)  i 703-7000

 

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:

 

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

 

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

 

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

 

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

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
i Common Stock, $.01 par value		i KSS		i New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  i ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

Item 8.01

Other Events

Upsize and Early Results of Cash Tender Offer

On March 29, 2021, Kohl’s Corporation commenced a cash tender offer for up to a combined aggregate principal amount of $1,000,000,000 of its 9.500% Notes due 2025, 4.250% Notes due 2025, 4.750% Notes due 2023, and 3.250% Notes due 2023 (the “Tender Offer”).

On April 12, 2021, the Company announced the early tender results as of 5:00 p.m., New York City time, on April 9, 2021, the early tender deadline for the Tender Offer.

On April 12, 2021, the Company increased the maximum aggregate principal amount of notes it may purchase in the Tender Offer from $1,000,000,000 to $1,043,885,000. Aside from the increase in the maximum amount, all other terms of the Tender Offer remain unchanged.

A copy of the press release regarding the early tender results of Tender Offer and the increase in the amount of notes to be accepted in the Tender Offer is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

Item 9.01.

Financial Statements and Exhibits

 

		Exhibit No.		Description
		99.1		Press Release, dated April 12, 2021
		104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

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 hereunto duly authorized.