UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE
SECURITIES
EXCHANGE ACT OF 1934 (Amendment No. )
Filed by the
Registrant o
Filed by a Party other than the
Registrant þ
Check the appropriate box:
o Preliminary
Proxy Statement
o Confidential,
for Use of the Commission Only (as permitted by
Rule 14a-6(e)(2))
o Definitive
Proxy Statement
þ Definitive
Additional Materials
o Soliciting
Material Pursuant to
§ 240.14a-12
Target Corporation
(Name of Registrant as Specified In
Its Charter)
Pershing
Square, L.P.
Pershing Square II, L.P.
Pershing Square IV Trade-Co, L.P.
Pershing Square IV-I Trade-Co, L.P.
Pershing Square International, Ltd.
Pershing Square International IV Trade-Co, Ltd.
Pershing Square International IV-I, Ltd.
Pershing Square Capital Management, L.P.
PS Management GP, LLC
Pershing Square GP, LLC
Pershing Square Holdings GP, LLC
William A. Ackman
Michael L. Ashner
James L. Donald
Ronald J. Gilson
Richard W. Vague
Ali Namvar
Roy J. Katzovicz
(Name of Person(s) Filing Proxy
Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
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No fee required.
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Fee computed on table below per Exchange Act
Rule 14a-6(i)(4)
and 0-11.
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Title of each class of securities to which transaction applies:
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Aggregate number of securities to which transaction applies:
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Check box if any part of the fee is offset as provided by
Exchange Act
Rule 0-11(a)(2)
and identify the filing for which the offsetting fee was paid
previously. Identify the previous filing by registration
statement number, or the Form or Schedule and the date of its
filing.
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Amount Previously Paid:
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Form, Schedule or Registration Statement No.:
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Condé Nasts Portfolio magazine published an article titled The Optimist by Jesse Eisinger in its
May 2009 issue. The article includes the following comments that were made by, or based on
statements made by, William A. Ackman, the founder and managing member of the general partner of
Pershing Square Capital Management, L.P.
Excerpts from the article below in quotation marks connote quotes from Mr. Ackman, all others are
excerpts from the article as written by the author.
On the ideas that Pershing Square previously presented to Target:
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Ackman urged Targets management to sell its credit-card business to get rid of
consumer-credit exposure and use the proceeds to buy back stock. He also wanted the
company to realize the underlying value of its vast real estate holdings. |
On the proxy contest to elect the Nominees for Shareholder Choice:
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At Targets annual meeting in May, Ackman is running for a position on the companys
board. He has recruited four other candidates who have specialized in real estate, credit
cards, and retailing to serve on his slate. Its going to be very high-minded, he says
of his campaign. But he is also evincing the old stubbornness. The only Stalinesque
election process in America is the election for directors of American corporations, he
tells me. And I just think thats wrong. |
Additional Information
In connection with Targets 2009 Annual Meeting of Shareholders, Pershing Square Capital
Management, L.P. and certain of its affiliates (collectively, Pershing Square) filed a definitive
proxy statement on Schedule 14A with the Securities and Exchange Commission (the SEC) on May 1,
2009 containing information about the solicitation of proxies for use at the 2009 Annual Meeting of
Shareholders of Target Corporation. The definitive proxy statement and the GOLD proxy card were
first disseminated to shareholders of Target Corporation on or about May 2, 2009.
SHAREHOLDERS OF TARGET ARE URGED TO READ THE PROXY STATEMENT CAREFULLY BECAUSE IT CONTAINS
IMPORTANT INFORMATION. The definitive proxy statement and other relevant documents relating to the
solicitation of proxies by Pershing Square are available at no charge on the SECs website at
http://www.sec.gov. Shareholders can also obtain free copies of the definitive proxy statement and
other relevant documents at www.TGTtownhall.com or by calling Pershing Squares proxy solicitor, D.
F. King & Co., Inc., at 1 (800) 290-6427.
Pershing Square and certain of its members and employees and Michael L. Ashner, James L. Donald,
Ronald J. Gilson and Richard W. Vague (collectively, the Participants) are deemed to be
participants in the solicitation of proxies with respect to Pershing Squares nominees. Detailed
information regarding the names, affiliations and interests of the Participants, including by
security ownership or otherwise, is available in Pershing Squares definitive proxy statement.
Cautionary Statement Regarding Forward-Looking Statements
These biographies contain forward-looking statements. All statements contained in these biographies
that are not clearly historical in nature or that necessarily depend on future events are
forward-looking, and the words anticipate, believe, expect, estimate, plan, and similar
expressions are generally intended to identify forward-looking statements. These statements are
based on current expectations of Pershing Square and currently available information. They are not
guarantees of future performance, involve certain risks and uncertainties that are difficult to
predict and are based upon assumptions as to future events that may not prove to be accurate.
Pershing Square does not assume any obligation to update any forward-looking statements contained
in these biographies.