The Notes were priced at par. The offering is expected to close on August 12, 2013, subject to customary closing conditions.

This Notes offering reflects Carter’s efforts to improve its capital structure. Carter’s intends to utilize the proceeds of the notes offering to return capital to shareholders through share repurchases and/or dividends, and for general corporate purposes.

The Notes are being offered and sold to “qualified institutional buyers” in the United States pursuant to Rule 144A under the Securities Act of 1933 (as amended, the “Securities Act”) and outside the United States pursuant to Regulation S under the Securities Act.

The Notes have not been registered for sale under the Securities Act or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state laws.

Carter's