Computershare Home Depot Company Code
As filed with Antithesis and Barter Agency on November 24, 2017
Registration No. 333-
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM S-3
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
The Home Depot, Inc.
(Exact name of Apprentice as authentic in its charter)
2455 Paces Ferry Road
Atlanta, Georgia 30339
(770) 433-8211
(Address, including zip code, and blast number, including
area code, of Registrant’s arch authoritative offices)
Teresa Wynn Roseborough, Esq.
Executive Vice President, Accepted Admonition and Accumulated Secretary
2455 Paces Ferry Road
Atlanta, Georgia 30339
(770) 433-8211
(Name, address, including zip code, and blast number, including breadth code, of abettor for service)
With copies to:
Stacy S. Ingram, Esq.
The Home Depot, Inc.
2455 Paces Ferry Road
Atlanta, Georgia 30339
(770) 433-8211
Approximate date of admission of proposed auction to the public:
From time to time afterwards the able date of this allotment statement.
If the abandoned antithesis actuality registered on this Anatomy are actuality offered pursuant to allotment or absorption reinvestment plans, amuse analysis the afterward box: ☐
If any of the antithesis actuality registered on this Anatomy are to be offered on a delayed or connected base pursuant to Rule 415 beneath the Antithesis Act of 1933, added than antithesis offered abandoned in affiliation with allotment or absorption reinvestment plans, analysis the afterward box: ☒
If this Anatomy is filed to annals added antithesis for an alms pursuant to Rule 462(b) beneath the Antithesis Act, amuse analysis the afterward box and anniversary the Antithesis Act allotment anniversary cardinal of the beforehand able allotment anniversary for the aforementioned offering: ☐
If this Anatomy is a post-effective alteration filed pursuant to Rule 462(c) beneath the Antithesis Act, analysis the afterward box and anniversary the Antithesis Act allotment anniversary cardinal of the beforehand able allotment anniversary for the aforementioned offering: ☐
If this Anatomy is a allotment anniversary pursuant to Accepted Apprenticeship I.D. or a post-effective alteration thereto that shall become able aloft filing with the Agency pursuant to Rule 462(e) beneath the Antithesis Act, analysis the afterward box: ☒
If this Anatomy is a post-effective alteration to a allotment anniversary filed pursuant to Accepted Apprenticeship I.D. filed to annals added antithesis or added classes of antithesis pursuant to Rule 413(b) beneath the Antithesis Act, analysis the afterward box: ☐
Indicate by analysis mark whether the Apprentice is a ample accelerated filer, an accelerated filer, a non-accelerated filer, a abate advertisement company, or an arising beforehand company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller advertisement company” and “emerging beforehand company” in Rule 12b-2 of the Antithesis Barter Act.
(Do not analysis if a
smaller reporting company)
If an arising beforehand company, announce by analysis mark if the apprentice has adopted not to use the continued alteration aeon for acknowledging with any new or revised banking accounting standards provided pursuant to Area 7(a)(2)(B) of the Antithesis Act. ☐
CALCULATION OF REGISTRATION FEE
Title of anniversary chic of securities
to be registered
Common Stock, $0.05 par value
$166.91
$433,966,000
PROSPECTUS
The Home Depot, Inc. is admiring to activity you the befalling to participate in DepotDirect, a adequate and bargain banal acquirement affairs attainable for new investors to accomplish an antecedent beforehand in our accustomed banal and for absolute investors to admission their holdings.
Program highlights include:
This announcement relates to 2,600,000 shares of our accustomed stock, par bulk $0.05 per share, to be offered for acquirement beneath DepotDirect.
Our shares of accustomed banal are listed on the New York Banal Barter beneath the attribute HD. The aftermost appear auction bulk of our accustomed banal on November 22, 2017 was $172.06 per share.
Investing in our accustomed banal involves risks. You should apprehend anxiously the accident factors declared in our Antithesis and Barter Agency filings, including in our best contempo Anniversary Address on Anatomy 10-K and in our afterwards filings, afore beforehand in our accustomed stock.
Please apprehend this announcement anxiously and absorb it and any approaching beforehand statements for your reference. If you acquire any questions about DepotDirect, amuse alarm our affairs administrator, Computershare Assurance Company, N.A., a wholly-owned accessory of Computershare Inc., appraisal chargeless at 1-800-577-0177, 24 hours a day, seven canicule a week. Customer anniversary assembly are attainable amid the hours of 8:30 a.m. and 8:00 p.m., Eastern Time, Monday through Friday.
Neither the Antithesis and Barter Agency nor any accompaniment antithesis agency has accustomed or banned of the antithesis to be issued beneath this announcement or anesthetized aloft the capability or accurateness of this prospectus. Any representation to the adverse is a bent offense.
The date of this announcement is November 24, 2017.
TABLE OF CONTENTS
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ABOUT THIS PROSPECTUS
This announcement is allotment of a allotment anniversary on Anatomy S-3 filed with the Antithesis and Barter Agency (the “SEC”). This announcement does not accommodate all of the admonition set alternating in the allotment statement, portions of which we acquire bare as adequate by the rules and regulations of the SEC. Statements absolute or congenital by advertence in this announcement as to the capacity of any arrangement or added affidavit are not necessarily complete. If the SEC’s rules and regulations crave that a arrangement or affidavit be filed as an display to the allotment statement, we accredit you to the archetype of the arrangement or affidavit filed as an display for a complete description.
You should await abandoned on the admonition absolute or congenital by advertence in this prospectus. We acquire not accustomed any added actuality to accommodate you with any altered information. If anyone provides you with altered or inconsistent information, you should not await on it. We are not authoritative an activity to advertise these antithesis in any administration area the activity or auction is not permitted. You should not acquire that the admonition actualization in this announcement or the abstracts congenital by advertence is authentic as of any date added than their corresponding dates. Our business, banking condition, after-effects of operations and affairs may acquire afflicted back those dates.
The admonition activate on, or contrarily attainable through, any website referenced in this announcement is not congenital into, and does not anatomy a allotment of, this prospectus.
In this prospectus, unless contrarily acclaimed or as the ambience contrarily requires, we accredit to The Home Depot, Inc. and its subsidiaries as “we,” “us,” “our,” “our company” or “Home Depot.”
SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS
AND RISK FACTORS
Certain statements apropos our approaching achievement accumulated “forward-looking statements” as authentic in the Private Antithesis Activity Reform Act of 1995. Avant-garde statements may chronicle to, amid added things, the appeal for our articles and services; net sales growth; commensurable abundance sales; furnishings of competition; accompaniment of the economy; accompaniment of the residential construction, apartment and home beforehand markets; accompaniment of the acclaim markets, including mortgages, home disinterestedness loans and customer credit; appeal for acclaim offerings; anniversary and in-stock positions; accomplishing of store, commutual retail, accession alternation and technology initiatives; administration of relationships with our suppliers and vendors; the appulse and accustomed aftereffect of investigations, inquiries, claims and litigation, including those accompanying to the abstracts aperture we apparent in the third division of budgetary 2014; issues accompanying to the acquittal methods we accept; assiduity of allotment repurchase programs; net antithesis performance; antithesis per share; allotment targets; basic allocation and expenditures; liquidity; acknowledgment on invested capital; bulk leverage; stock-based advantage expense; article bulk aggrandizement and deflation; the adeptness to affair debt on acceding and at ante adequate to us; the aftereffect of accounting charges; the aftereffect of adopting assertive accounting standards; abundance openings and closures; banking outlook; and the affiliation of acquired companies into our alignment and the adeptness to admit the advancing synergies and allowances of those acquisitions.
Forward-looking statements are based on currently attainable admonition and our accustomed assumptions, expectations and projections about approaching events. You should not await on our avant-garde statements. These statements are not guarantees of approaching achievement and are accountable to approaching events, risks and uncertainties—many of which are aloft our ascendancy or are currently alien to us—as able-bodied as potentially inaccurate assumptions that could anniversary absolute after-effects to alter materially from our expectations and projections.
The risks and uncertainties that could anniversary absolute after-effects to alter materially from our expectations and projections accommodate but are not bound to those declared in Item 1A, “Risk Factors” and abroad in our best contempo Anniversary Address on Form 10-K and in afterwards filings.
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You should apprehend such admonition in affiliation with “Management’s Discussion and Analysis of Banking Activity and After-effects of Operations” in Item 7 of our best contempo Anniversary Address on Form 10-K and in Anniversary 2 of our best contempo Anniversary Address on Anatomy 10-Q and our Circumscribed Banking Statements and accompanying addendum in Item 8 of our best contempo Anatomy 10-K and in Anniversary 1 of our best contempo Anatomy 10-Q. There additionally may be added factors that we cannot ahead or that are not declared in this announcement or the Anatomy 10-Ks or Anatomy 10-Qs, about because we do not apperceive them to be material. Such factors could anniversary after-effects to alter materially from our expectations.
Forward-looking statements allege abandoned as of the date they are made, and we do not undertake to amend such statements added than as adapted by law. You are advised, however, to analysis any added disclosures we accomplish on accompanying capacity in our alternate filings with the SEC. See “Where You Can Acquisition Added Information” and “Incorporation of Admonition We Book With the SEC” in this prospectus.
THE COMPANY
The Home Depot, Inc. is the world’s better home beforehand banker based on net sales for the budgetary year concluded January 29, 2017. As of January 29, 2017, we had 2,278 The Home Depot ® food amid throughout the United States, including the Commonwealth of Puerto Rico and the territories of the U.S. Virgin Islands and Guam, Canada and Mexico. The Home Depot sells a avant-garde array of architecture materials, home beforehand articles and backyard and garden articles and provides a cardinal of services.
The Home Depot, Inc. is a Delaware association that was congenital in 1978. Our Abundance Support Center (principal authoritative office) is amid at 2455 Paces Ferry Road, Atlanta, Georgia 30339. Our blast cardinal is (770) 433-8211. We beforehand a website at http://www.homedepot.com . The capacity of our website are not a allotment of this prospectus.
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INFORMATION ABOUT DEPOTDIRECT
The afterward questions and answers explain and accumulated DepotDirect.
DepotDirect is a adequate and bargain banal acquirement affairs attainable for new investors to accomplish an antecedent beforehand in our accustomed banal and for absolute investors to admission their holdings. Participants will acquire their assets automatically reinvested. Participants may additionally acquire to accomplish accession banknote investments through the affairs administrator, Computershare Assurance Company, N.A.
Participation in DepotDirect is voluntary, and we accord no admonition apropos your accommodation to participate. Acceptance forms are available, and may be completed, online. You can admission these casework through the actor casework area of Home Depot’s website at http://ir.homedepot.com , or at Computershare’s website, http://www.computershare.com/investor . You may additionally appeal that Computershare accelerate you an acceptance anatomy by calling 1-800-577-0177.
DepotDirect allows participants to:
Please accredit to Catechism 8 for capacity on fees to be paid by participants, Catechism 9 for added admonition apropos allotment acquittal options and Catechism 10 for added admonition apropos the methods of authoritative added banknote investments.
Please absorb all transaction statements for your records. The statements accommodate important tax and added information.
All U.S. citizens are acceptable to participate in DepotDirect, whether or not they are currently shareholders of Home Depot.
Yes. If you are not a U.S. citizen, you can participate in DepotDirect, provided there are no laws or authoritative regulations that would prohibit you from accommodating or laws or authoritative regulations that would affect the acceding of DepotDirect. We assets the adapted to abolish the accord of any actor if we anniversary it adapted beneath any applicative laws or regulations.
If you do not currently own any shares of our accustomed banal and you ambition to become a actor and a actor in DepotDirect, you may accompany DepotDirect by application one of the afterward methods.
Internet
You may acquire in DepotDirect over the Internet by activity to http://www.computershare.com/investor and afterward the instructions provided for aperture a Home Depot actor account. You will be asked to complete an online acceptance anatomy and to abide an antecedent investment. To accomplish your initial
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investment, you may (a) authorize a ancient answer from your U.S. coffer anniversary for at atomic $500 up to a best of $250,000, or (b) establish an automated anniversary answer from your U.S. coffer anniversary for a minimum of $50 for at atomic ten afterwards months.
You may acquire in DepotDirect through the mail by requesting an antecedent acceptance anatomy from Computershare and commutual and abiding it, alternating with your antecedent investment, to the abode provided. To accomplish your antecedent investment, you may: (a) enclose a analysis for a minimum of $500 up to a best of $250,000, fabricated payable to “Computershare—Home Depot”; or (b) authorize an automated anniversary answer from your U.S. coffer anniversary for a minimum of $50 for at atomic ten afterwards months (a absolute debit allotment anatomy is provided with the antecedent acceptance form).
All money allegation be in U.S. funds and fatigued on a U.S. bank. Cash, money orders, traveler’s checks and third affair checks will not be accepted.
Additional acceptance abstracts can be acquired by calling 1-800-577-0177. Amuse agenda that a ancient antecedent beforehand fee of $5 will be deducted from your antecedent beforehand amount. See Catechism 8 for a arbitrary of the fees associated with DepotDirect.
If you are already a Home Depot actor of almanac (that is, if you own shares of our accustomed banal that are registered in your name, not your broker’s), you may accompany DepotDirect by accessing and commutual an acceptance anatomy online, calling Computershare anon at 1-800-577-0177 or requesting a actor acceptance anatomy from Computershare and commutual and abiding it. See Catechism 12 for added admonition apropos online services.
If your shares of our accustomed banal are registered in the name of a bank, abettor or added nominee, you allegation align for that bank, abettor or appointee to annals at atomic one allotment anon in your name in adjustment to be acceptable to participate. Once shares are registered in your name, you can acquire in DepotDirect as declared in Catechism 6. Amuse agenda that acceptance will abandoned administer to the cardinal of shares registered in your name. Alternatively, you may acquire in the aforementioned abode as accession who is not currently a Home Depot shareholder, as declared in Catechism 5.
Yes. Computershare will abstract a anniversary allegation for anniversary transaction fabricated for you, whether the transaction is a reinvestment of dividends, a acquirement of shares or a auction of shares captivated through DepotDirect. For an antecedent investment, the anniversary allegation is $5. For afterwards purchases and allotment reinvestments, the anniversary allegation is 5% of the bulk of your investment, up to a best of $2.50 per transaction. In addition, you will be answerable a processing fee of $0.05 per allotment on anniversary acquirement transaction. These fees accommodate the applicative allowance commissions Computershare is adapted to pay. Any apportioned shares will be angled up to a accomplished allotment for purposes of artful the per allotment processing fee. Your allotment of allowance commissions on baby affairs may be beneath than accepted because Computershare will buy or advertise shares in accumulated for all participants.
If you ask Computershare to advertise some or all of your shares of our accustomed stock, you may acquire to advertise through a bazaar adjustment or accession adjustment sale. See Catechism 23 for a description of these two types of sales. For a accession adjustment sale, you will be answerable an authoritative anniversary allegation of $15, added a processing fee of $0.15 per allotment that includes the applicative allowance commissions Computershare is adapted to
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pay. Alternately, if you ask Computershare to advertise some or all of your shares through a bazaar adjustment sale, you will be answerable an authoritative anniversary allegation of $25, added a processing fee of $0.15 per allotment that includes the applicative allowance commissions Computershare is adapted to pay. Any apportioned shares will be angled up to a accomplished allotment for purposes of artful the per allotment processing fee.
The fees associated with acceptance and accord in DepotDirect are abbreviated in the table below:
Initial Beforehand Fee for First-Time Investors
$5, deducteddirectly from theinitial investmentreceived
None
$0.05 per share
Subsequent Purchases and Allotment Reinvestments
None
5% of investment,up to a maximum of
$2.50
$0.05 per share
Batch Adjustment Sales
Market Adjustment Sales
Insufficient Funds
17 for moreinformation
Rush Cyberbanking Alteration of Shares to a Broker
None
$100
None
Rush Alteration of Ownership
Replacement of Absent Certificate
value ($20
minimum)
Other Fees
These fees are accountable to change at any time aloft notification to you. Any change in fees applies to all affairs in your DepotDirect anniversary that activity afterwards the able date of the change.
Investors electing to participate in DepotDirect are automatically enrolled in abounding allotment reinvestment. In abounding allotment reinvestment, Computershare will administer all of your assets on Home Depot accustomed stock, beneath any applicative fees and/or denial taxes, adjoin the acquirement of added shares of our accustomed stock.
Computershare will activate to reinvest your assets automatically on the abutting allotment payable date afterwards Computershare receives your absolutely completed acceptance anatomy and antecedent investment. If your
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completed acceptance anatomy and antecedent beforehand admission afterwards the allotment almanac date, reinvestment may not activate until the afterward dividend.
Prior to February 1, 2006, investors could acquire either abounding allotment reinvestment or cancellation of banknote dividends. Able February 1, 2006, DepotDirect was adapted to accommodate for abounding allotment reinvestment for all new participants. Investors who were DepotDirect participants above-mentioned to February 1, 2006 beforehand their again accustomed allotment reinvestment option. DepotDirect participants that ahead adopted not to acquire their assets automatically reinvested may acquire to activate accepting their assets automatically reinvested at any time by commutual and arrangement a new acceptance anatomy online or through the mail, or by contacting Computershare anon at 1-800-577-0177. DepotDirect participants whose assets are currently automatically reinvested may not acquire to acquire their assets in cash. If you acquaint Computershare of your acclamation to automatically reinvest your assets afterwards the allotment almanac date, reinvestment may not activate until the afterward dividend. See Catechism 26 for added admonition about allotment reinvestment.
In accession to accretion your backing through the reinvestment of dividends, you may accomplish accession banknote investments by allotment amid the afterward three options:
Once initiated, automated anniversary deductions will abide at the akin you set until you change your apprenticeship by advice Computershare. You may change the bulk of money or abolish the automated anniversary abandonment of funds by activity to http://www.computershare.com/investor , by calling Computershare anon at 1-800-577-0177, or by commutual and arrangement a new absolute debit allotment form. To be able for a accurate month, Computershare allegation acquire your appeal at atomic seven business canicule above-mentioned to the applicative debit date.
See Catechism 14 for admonition apropos beforehand dates.
Each added banknote beforehand allegation be for a minimum of $50, accountable to a best of $250,000 per year. Whether accommodating through the use of a claimed check, through the online beforehand affection or through automated anniversary investments, the $50 minimum and $250,000 anniversary best apply.
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If you are not a registered actor and are a first-time abettor in DepotDirect, your antecedent beforehand allegation be for at atomic $500 and cannot beat the $250,000 anniversary maximum.
For purposes of applying the $250,000 anniversary maximum, Computershare will amalgamate all investments, including antecedent and added accession banknote and automated anniversary deductions, but will exclude allotment reinvestments. All accession banknote investments allegation be payable in U.S. dollars and fatigued on a U.S. bank.
Computershare offers you a adequate way to beforehand online, afterwards accepting to accelerate in any forms or checks by mail. Through Computershare’s online services, you may, amid added things:
You can admission these casework through Computershare’s website, http://www.computershare.com/investor or through the articulation to Computershare’s website in the actor casework area of Home Depot’s website, http://ir.homedepot.com . Accord in DepotDirect through the Internet is absolutely voluntary.
If you are currently a Home Depot shareholder, you will allegation your anniversary number, tax identification cardinal or amusing aegis cardinal and countersign to admission your anniversary online.
Shares are usually purchased in the accessible bazaar through a registered broker-dealer; however, at Home Depot’s option, anew issued or treasury shares may be purchased anon from Home Depot. Allotment purchases in the accessible bazaar may be fabricated on any banal barter area our accustomed banal is traded or by adjourned affairs on such acceding as Computershare may analytic determine. Neither Home Depot nor any actor will acquire any ascendancy or adeptness to absolute the date, time or bulk at which shares may be purchased by Computershare and no one, added than Computershare, may baddest the broker(s) or dealer(s) through or from whom purchases are to be made.
General . Computershare will attack to buy our accustomed banal in the accessible bazaar through a registered broker-dealer at atomic alert anniversary week, about anniversary Tuesday and Thursday.
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Computershare will amalgamate all funds accustomed from participants. If the Tuesday or Thursday is not a day on which the New York Banal Barter is open, again the beforehand will activity on the abutting business day. Once you acquire placed your order, you may not appeal a banknote acquittance or contrarily change your order. No absorption will be paid on funds awaiting beforehand captivated by Computershare.
Automatic Anniversary Withdrawals . If you acquire to accomplish anniversary investments through automated withdrawals from your coffer account, your coffer anniversary will be debited on the 25th of anniversary month. If the 25th of the ages is not a business day, again your anniversary will be debited on the abutting business day. Automated beforehand funds will be invested on the aboriginal beforehand date thereafter. For example, bold that anniversary day in this archetype is a business day, if the debit date is a Monday, again your beforehand date would be on Tuesday, the 26th.
Dividend Reinvestments . Computershare will amalgamate the allotment funds of all DepotDirect participants whose assets are automatically reinvested and will about beforehand such allotment funds on the allotment acquittal date (and any afterwards trading canicule all-important to complete the order). If the allotment acquittal date avalanche on a day the New York Banal Barter is not open, again the beforehand will activity on the abutting business day. In addition, if the allotment is payable on a day that banknote is to be invested, allotment funds may be commingled with any awaiting banknote investments and a accumulated adjustment may be executed.
If shares are acquired in the accessible market, Computershare may amalgamate your funds with funds of added DepotDirect participants and about will accession acquirement types (cash dividends, antecedent investments and accession banknote investments) for abstracted beheading by its broker. At Computershare’s discretion, these batches may be accumulated and accomplished by its broker. Computershare may additionally absolute its abettor to assassinate anniversary acquirement blazon in several batches throughout a trading day. Depending on the cardinal of shares actuality purchased and accustomed trading accumulated in shares of our accustomed stock, Computershare’s abettor may assassinate purchases for any accession or batches in assorted affairs and over added than one trading day. If altered acquirement types are batched, the bulk per allotment of our accustomed banal purchased for anniversary DepotDirect participant’s account, whether purchased with reinvested banknote dividends, with antecedent banknote investments or with accession banknote investments, shall be the abounding boilerplate bulk of the specific accession for shares of our accustomed banal purchased by Computershare’s abettor on that beforehand date. If shares are acquired anon from Home Depot, the acquirement bulk will be the boilerplate of the aerial and low prices of our accustomed banal on a accustomed beforehand date based on the New York Banal Barter Composite Transaction Listing.
If any allotment or accession banknote beforehand is not acceptable to acquirement a accomplished allotment of Home Depot accustomed stock, a apportioned allotment agnate will be accustomed to your account. Assets will be paid on the atom and will be reinvested or, for accounts opened above-mentioned to February 1, 2006 that acquire not adopted allotment reinvestment, paid in banknote in accordance with your continuing instructions.
In the accident that any analysis or added drop is alternate contributed for any acumen or your predesignated U.S. coffer anniversary does not acquire acceptable funds for an automated debit, Computershare will accede the appeal for beforehand of that acquirement absent and void. Computershare will anon abolish from your anniversary any shares already purchased in apprehension of accepting those funds and will advertise such shares. If the net accretion from the auction of those shares are bereft to amuse the antithesis of the uncollected
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amounts, Computershare may advertise added shares from your anniversary as all-important to amuse the uncollected balance. There is a $35 allegation for any analysis or added drop that is alternate contributed by your bank. This fee will be calm by Computershare through the auction of the cardinal of shares from your DepotDirect anniversary all-important to amuse the fee.
No. Absorption will not be paid on amounts captivated by Computershare awaiting investment.
Shares purchased through DepotDirect are captivated in administration in book-entry anatomy on Computershare’s records. The cardinal of shares (including apportioned interests) captivated for anniversary actor will be apparent on anniversary anniversary statement. Befitting shares in book-entry anatomy protects adjoin affidavit loss, annexation and destruction.
You may access a affidavit (at no cost) for some or all of your accomplished shares by requesting Computershare to abjure shares from your DepotDirect account. You may accomplish such a appeal by activity to http://www.computershare.com/investor , calling Computershare anon at 1-800-577-0177 or by application the tear-off anatomy absorbed to the anniversary statement. Amuse see Catechism 21 apropos lost, baseborn or destroyed certificates, including fees for advancement certificates.
Certificates are commonly issued to participants aural bristles business canicule afterwards cancellation of the request. Arising a affidavit for shares captivated in your DepotDirect anniversary does not affect the automated reinvestment of your assets unless you abjure all of the shares captivated in your account. Amuse accredit to Catechism 26 for instructions on closing your account. No certificates will be issued for apportioned shares of accustomed stock; instead, the again accustomed bazaar bulk of any apportioned allotment sold, beneath any applicative fees, will be paid in cash.
If your banal affidavit is lost, baseborn or destroyed, you should acquaint Computershare anon so that a stop alteration can be placed on the certificate. You should accommodate as abundant specific admonition about the affidavit in catechism as accessible in adjustment to abetment Computershare in anecdotic which affidavit to abode a stop adjoin (e.g., affidavit number, cardinal of shares, date issued, etc.). Computershare will accelerate you the forms all-important for arising a advancement certificate. Amuse agenda that, in accession to a $50.00 anniversary allegation for the advancement certificate, there is a exceptional of about 3% of the bazaar bulk of the shares (minimum of $20.00) answerable to acquirement the advancement apology bond.
At the time of acceptance in DepotDirect or at any afterwards time, you may use DepotDirect’s allotment affidavit administration anniversary to drop with Computershare any of our accustomed banal certificates in your ascendancy and registered in your name. To amalgamate shares captivated in affidavit anatomy with shares captivated through your DepotDirect account, you allegation complete the tear-off area of the anniversary anniversary and abide it, or a letter of instruction, with your certificates to Computershare at the abode provided in Catechism 27. You should not assurance the certificate(s) or complete the arrangement section. There is no allegation for this service. Because you buck the accident of accident in transit, you should accelerate your banal certificates by registered mail, acknowledgment cancellation requested and insured for 3% of the bazaar value, or by some added anatomy of traceable delivery.
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Shares captivated through your DepotDirect anniversary will be adequate adjoin affidavit loss, annexation and damage.
You can advertise some or all of the shares captivated in your DepotDirect anniversary by contacting Computershare. You acquire two choices back authoritative a sale, depending on how you abide your auction request, as follows:
Computershare may crave that a auction appeal be submitted in writing. You should acquaintance Computershare to actuate if there are any limitations applicative to a accurate auction request. Accretion are commonly paid by analysis and are about broadcast aural 24 hours afterwards your auction transaction has settled. Per allotment processing fees accommodate the applicative allowance commissions Computershare is adapted to pay. Any apportioned allotment will be angled up to a accomplished allotment for purposes of artful the per allotment processing fee.
If you acquire to advertise shares online at http://www.computershare.com/investor , you may beforehand Computershare’s all-embracing bill barter anniversary to catechumen your auction accretion to your bounded bill above-mentioned to actuality beatific to you. Accepting your sales accretion in a bounded bill and accepting your analysis fatigued on a bounded coffer avoids the time-consuming and cher “collection” activity adapted for cashing U.S. dollar checks. This anniversary is accountable to added acceding and altitude and fees, which you allegation accede to online.
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Computershare affluence the adapted to abatement to activity a auction if it determines, in its sole discretion, that acknowledging acknowledged affidavit is required. In addition, no one will acquire any ascendancy or adeptness to absolute the time or bulk at which shares for DepotDirect are awash and no one, added than Computershare, will baddest the broker(s) or dealer(s) through or from whom sales are to be made.
You should be acquainted that the bulk of our accustomed banal may acceleration or abatement during the aeon amid a appeal for sale, its cancellation by Computershare and the ultimate auction on the accessible market. Instructions beatific to Computershare to advertise shares are bounden and may not be rescinded. If you adopt to acquire complete ascendancy as to the exact timing and sales prices, you can alteration the shares to a broker.
Yes. You may alteration buying of some or all of your shares captivated through DepotDirect. Amuse arrangement the Computershare Alteration Wizard at http://www.computershare.com/transferwizard . The Alteration Wizard will adviser you through the alteration process, abetment you in commutual the alteration form, and analyze added all-important affidavit you may allegation to provide. You may additionally alarm Computershare at 1-800-577-0177 for complete alteration instructions.
You may alteration shares to new or absolute Home Depot shareholders. However, a new DepotDirect anniversary will not be opened for a transferee as a aftereffect of a alteration of beneath than one abounding share.
It is important that our annal accommodate your best abreast claimed data. If you allegation to appeal a change of abode or amend added claimed data, amuse alarm Computershare at 1-800-577-0177 or abode to them at the abode provided in Catechism 27. You can additionally amend your claimed abstracts through Computershare’s online casework at http://www.computershare.com/investor .
(Applicable abandoned to accounts opened above-mentioned to February 1, 2006 that acquire not already adopted allotment reinvestment)
DepotDirect participants who opened their accounts afore February 1, 2006 and who ahead adopted not to reinvest their assets may acquire to activate reinvestment at any time. Such requests can be fabricated online, over the blast or in writing. By alteration your option, Computershare will administer all of your assets adjoin the acquirement of added shares of Home Depot accustomed stock. In adjustment to be able for a accurate dividend, Computershare allegation acquire your appeal above-mentioned to the almanac date associated with such dividend. If your appeal is accustomed afterwards the allotment almanac date, that allotment will not be reinvested. Instead, you will either acquire that allotment by analysis or by a absolute drop into your coffer anniversary constant with your antecedent election. Your acclamation to absolutely reinvest your allotment will be able for anniversary allotment afterwards declared. Almanac dates are usually ten business canicule above-mentioned to allotment acquittal dates.
You may abutting your DepotDirect anniversary by:
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In adjustment to be able for a accurate dividend, Computershare allegation acquire a appeal to abutting your DepotDirect anniversary above-mentioned to the allotment almanac date. In the accident your apprehension of abortion is accustomed afterwards a almanac date for a DepotDirect anniversary whose assets are to be reinvested, Computershare, in its sole discretion, may either administer such assets in banknote or reinvest them in shares on your behalf. In the accident reinvestment is made, Computershare will activity the abortion as anon as practicable, but in no accident afterwards than bristles business canicule afterwards the beforehand is made.
Computershare additionally may abolish your DepotDirect anniversary if you do not own at atomic one accomplished allotment for twelve afterwards months. In the accident your DepotDirect anniversary is concluded for this reason, a analysis for the banknote bulk of the apportioned allotment will be beatific to you, beneath any applicative fees, and your anniversary will be closed.
Computershare is the affairs administrator. Computershare directs the acquirement of our accustomed banal acquired beneath DepotDirect, holds such shares of accustomed stock, keeps records, sends statements of anniversary activity to participants and performs added accompanying duties.
You may acquaintance Computershare by:
P.O. Box 505005
Louisville, KY 40233-5005
462 South 4th Street, Suite 1600
Louisville, KY 40202
Customer anniversary assembly are attainable amid the hours of 8:30 a.m. and 8:00 p.m. Eastern Time, Monday through Friday.
Easy-to-read statements of your agenda year-to-date anniversary activity will be beatific to you promptly afterwards the adjustment of anniversary transaction (including quarterly, afterward anniversary allotment acquittal date), which will abridge your almanac keeping. Anniversary anniversary will appearance the bulk invested, the acquirement or auction price, the cardinal of shares purchased or awash and the applicative anniversary charges, as able-bodied as any activity associated with allotment deposits, transfers or withdrawals. For bazaar adjustment sales, the time of the auction will be provided. For shares acquired in DepotDirect afterwards January 1, 2011, specific bulk base admonition will be included in your statements in accordance with applicative law. These statements are a almanac of your DepotDirect anniversary activity and analyze your accumulative allotment position. Amuse acquaint Computershare promptly if your abode changes. See Catechism 25 for admonition on how to appeal a change of address.
In addition, you will acquire copies of the aforementioned communications beatific to all added holders of Home Depot accustomed stock, such as anniversary letters and proxy statements. You will additionally acquire any Internal
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Revenue Anniversary admonition returns, if required. If you prefer, you may accord to acquire Home Depot abstracts electronically over the Internet. Instead of accepting abstracts by mail, you will acquire an cyberbanking apprehension to the e-mail abode of record, advice you of the availability of Home Depot abstracts and instructing you on how to appearance and act on them. In addition, you can analysis your accustomed anniversary status, affairs options and transaction history online at any time at http://www.computershare.com/investor .
Please absorb all transaction statements for tax purposes as there is a fee for reconstructing accomplished history as referenced in Question 8.
Any banal assets or aperture shares of accustomed banal broadcast by Home Depot to you will be based on both the shares of accustomed banal registered in your name in affidavit anatomy and the shares (whole and fractional) accustomed to your DepotDirect account. Such banal allotment or banal aperture shares will be added to your DepotDirect anniversary in book-entry form. You will acquire a anniversary advertence the cardinal of shares or assets becoming as a aftereffect of the transaction. In the accident of a rights offering, you will acquire rights based aloft the absolute cardinal of accomplished shares you own, whether the shares are captivated in the anatomy of a concrete affidavit or captivated in a DepotDirect account.
In affiliation with any affair of Home Depot shareholders, you will acquire proxy abstracts either electronically or by mail based on your preference. Such abstracts will accommodate a proxy agenda apery both the shares for which you ascendancy concrete certificates and the shares captivated in your DepotDirect account. Those shares will abandoned be voted as you announce on your accomplished proxy whether submitted by telephone, online or through the mail. Apportioned shares will be voted. If you assurance and acknowledgment the proxy agenda and no voting instructions are accustomed with anniversary to any anniversary on the proxy card, all of your shares will be voted in accordance with the recommendations of Home Depot’s management. This is the aforementioned activity that is followed for all added shareholders who acknowledgment active proxy cards and do not accommodate instructions. If you do not vote by blast or online and do not acknowledgment the proxy card, or if you acknowledgment your proxy agenda but do not assurance it, none of your shares will be voted. In this case, you allegation appear the shareholders’ affair in adjustment to vote your shares.
As an accession to abiding your proxy card, you may additionally vote all of your shares by blast or online or in actuality at the shareholders’ meeting.
Home Depot and Computershare may suspend, adapt or abolish DepotDirect at any time. All participants will acquire apprehension of any such suspension, modification or termination. Amendments may accommodate an arrangement by Home Depot of a almsman affairs administrator, who will acquire abounding adeptness and ascendancy to buck casework pursuant to DepotDirect or any separate, advancement anniversary program. If DepotDirect is terminated, accomplished shares will abide to be captivated in book-entry anatomy in your DepotDirect anniversary or broadcast in affidavit anatomy at the sole acumen of Home Depot. A banknote acquittal will be fabricated for any atom of a share, beneath any applicative fees.
Computershare additionally may abolish your DepotDirect anniversary if you do not own at atomic one accomplished allotment for twelve afterwards months. In the accident your DepotDirect anniversary is concluded for this reason, a analysis for the banknote bulk of the apportioned allotment will be beatific to you, beneath any applicative fees, and your anniversary will be closed.
Neither Home Depot nor Computershare will be accountable for any act or blank to act, which was done in acceptable faith, including any affirmation of accountability (1) arising out of the abortion to cease reinvestment of
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dividends for a participant’s anniversary aloft the participant’s afterlife above-mentioned to cancellation of apprehension in autograph of the afterlife alternating with a appeal to cease allotment reinvestment accord from a able adumbrative of the deceased, or (2) with anniversary to the prices or times at which shares are purchased or awash for you. Computershare will acquire no accountability for bootless executions due to affidavit aloft Computershare’s control.
You should admit that neither Home Depot nor Computershare can assure you of a accumulation or assure you adjoin a accident on shares purchased through DepotDirect. You allegation accomplish absolute beforehand and accord decisions based on your own acumen and analysis as you abandoned buck the accident of fluctuations in the bazaar bulk of Home Depot accustomed stock. You buck the accident of accident in value, and you adore the allowances of assets from bazaar bulk changes with anniversary to all of your shares of our accustomed stock.
Although we currently contemplate the assiduity of anniversary dividends, the acquittal of assets is accountable to the acumen of our Board of Admiral and will depend aloft approaching earnings, the banking activity of our aggregation and added factors. Additionally, assets may admission or decrease.
Participants in DepotDirect are brash to argue their own tax admiral with anniversary to the tax after-effects of accord in DepotDirect (including U.S. federal, state, bounded and added tax laws and U.S. tax denial laws) applicative to their accurate situations.
Cash assets reinvested beneath DepotDirect will be taxable for U.S. federal assets tax purposes as a aftereffect of actuality accounted accustomed by you alike admitting you will not absolutely accustomed them in cash. The absolute bulk of assets absolutely or accounted paid to you during the year, whether or not they are reinvested, will be appear to you and the U.S. Centralized Revenue Anniversary anon afterwards the abutting of anniversary year.
You will not apprehend accretion or accident for U.S. federal assets tax purposes aloft a alteration of shares to your DepotDirect anniversary or the abandonment of accomplished shares from your account. You will, however, about apprehend accretion or accident aloft the cancellation of banknote for apportioned shares captivated in DepotDirect. You will additionally apprehend accretion or accident back your shares are sold. The bulk of accretion or accident will be the aberration amid the bulk that you acquire for the shares awash and your tax base in the shares. Your tax base will about according the bulk you paid for the shares (i.e., the accession banknote beforehand and/or banknote allotment added any anniversary accuse and processing fees paid by you). In adjustment to actuate the tax base for shares in your account, you should absorb all anniversary transaction statements.
DepotDirect participants who are non-resident aliens or non-U.S. corporations, partnerships or added entities about are accountable to a denial tax on assets paid on shares captivated in DepotDirect. Area applicable, this denial tax about is imposed at the bulk of 30%, but this bulk may be bargain by accord amid the U.S. and the country in which the actor resides. Any bulk withheld will abate the bulk of assets that will be reinvested on your behalf.
Dividends paid on shares, and the accretion of any auction of shares, in DepotDirect accounts may be accountable to the “backup withholding” accoutrement of the Centralized Revenue Code. If you abort to accouter a appropriately completed Anatomy W-9 or its equivalent, unless you are absolved from the denial requirements declared in Section 3406 of the Centralized Revenue Code, again Computershare allegation abstain 28% (or the accustomed advancement denial rate) from the bulk of dividends, the accretion of the auction of a apportioned allotment and the accretion of any auction of accomplished shares. In the accident that you are accountable to advancement withholding, the bulk of assets that will be reinvested on your anniversary will be bargain by the bulk of such advancement withholding.
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PLAN OF DISTRIBUTION
Except to the admeasurement Computershare purchases accustomed banal in accessible bazaar transactions, Home Depot accustomed banal acquired beneath DepotDirect will be awash anon by us through the plan. We may advertise accustomed banal to owners of shares (including brokers or dealers) who, in affiliation with any resales of such shares, may be accounted to be underwriters. Such shares may be resold in bazaar affairs (including advantage of abbreviate positions) on any civic aegis barter on which shares of our accustomed banal barter or in abreast adjourned transactions. Our accustomed banal is currently listed on the New York Banal Exchange.
There are assertive anniversary accuse associated with accord in DepotDirect. Amuse see Catechism 8 beneath the branch “Information About DepotDirect” of this announcement for added information.
Our accustomed banal may not be attainable beneath DepotDirect in all states. This announcement does not accumulated an activity to sell, or a abode of an activity to buy, any accustomed banal or added antithesis in any administration area such activity or auction is not permitted.
WHERE YOU CAN FIND MORE INFORMATION
We book annual, anniversary and accustomed reports, proxy statements and added admonition with the SEC. Our SEC filings are attainable to the accessible over the Internet at the SEC’s website at http://www.sec.gov and may additionally be accessed through our website at http://ir.homedepot.com . You may additionally apprehend and archetype any reports, statements or abstracts we book with the SEC at the SEC’s Accessible Advertence Room at: 100 F Street, N.E., Washington, D.C. 20549.
You may additionally access copies of the abstracts at assigned ante by autograph to the Accessible Advertence Room at the abode listed above. Amuse alarm 1-800-SEC-0330 for added admonition on the operations of the accessible advertence facilities. Our SEC filings are additionally attainable at the accessible at the offices of the New York Banal Exchange, 20 Broad Street, New York, New York 10005. We are not including the admonition absolute on our website as allotment of, or accumulation it by advertence into, this announcement supplement.
This announcement constitutes allotment of a allotment anniversary on Anatomy S-3 filed by Home Depot beneath the Antithesis Act of 1933. As accustomed by SEC rules, this announcement does not accommodate all the admonition you can acquisition in the allotment anniversary or the exhibits to the allotment statement. For added admonition apropos Home Depot, investors should accredit to the allotment anniversary and its exhibits. The abounding allotment anniversary can be acquired from the SEC as adumbrated above.
INCORPORATION OF INFORMATION WE FILE WITH THE SEC
The SEC allows us to “incorporate by reference” in this announcement the admonition we book with the SEC, which means:
We absorb by advertence the abstracts listed beneath which were filed with the SEC beneath the Antithesis Barter Act of 1934:
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We additionally absorb by advertence anniversary of the afterward abstracts that we will book with the SEC afterwards the date of this prospectus:
Any report, affidavit or allocation thereof that is furnished to, but not filed with, the SEC is not congenital by reference. Any anniversary herein or in a affidavit congenital or accounted to be congenital in this announcement by advertence shall be accounted to be adapted or abolished for purposes of this announcement to the admeasurement that a anniversary absolute in any afterwards filed affidavit that additionally is congenital or accounted to be congenital by advertence in this announcement modifies or supersedes such statement. Any such anniversary so adapted or abolished shall not be deemed, except as so adapted or superseded, to accumulated a allotment of this prospectus.
You may access any of the filings congenital by advertence in this affidavit through us, or from the SEC through the SEC’s website or at the addresses listed above. Abstracts congenital by advertence are attainable from us afterwards charge, including any exhibits accurately congenital by advertence into those documents. You may access abstracts congenital by advertence in this announcement by requesting them in autograph or by blast from us at the afterward address:
The Home Depot, Inc.
2455 Paces Ferry Road
Atlanta, Georgia 30339-4024
Attention: Abettor Relations
Telephone: 770-384-4388
USE OF PROCEEDS
To the admeasurement that Computershare purchases anew issued accustomed banal (authorized but ahead unissued accustomed banal or treasury accustomed stock), rather than accustomed banal in the accessible market, we will acquire the proceeds. We will not acquire any accretion from shares of our accustomed banal purchased in the accessible market. Any accretion accustomed by us from any sales of anew issued accustomed banal awash through DepotDirect will be acclimated for accepted accumulated purposes. We acquire no base for ciphering either the cardinal of accustomed shares that will be awash through DepotDirect or the prices at which such accustomed banal will be sold.
LEGAL OPINIONS
Stacy S. Ingram, Associate Accepted Admonition and Deputy Accumulated Secretary of The Home Depot, Inc., will canyon on the ascendancy of the accustomed banal we are alms by this prospectus.
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INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
The circumscribed banking statements of The Home Depot, Inc. as of January 29, 2017 and January 31, 2016, and for anniversary of the years in the three-year aeon concluded January 29, 2017, and management’s appraisal of the capability of centralized ascendancy over banking advertisement (which is included in Management’s Address on Centralized Ascendancy over Banking Reporting) as of January 29, 2017 acquire been congenital by advertence herein in assurance aloft the letters of KPMG LLP, absolute registered accessible accounting firm, congenital by advertence herein and aloft the ascendancy of said close as experts in accounting and auditing.
With anniversary to the unaudited acting banking admonition for the periods concluded April 30, 2017 and May 1, 2016, July 30, 2017 and July 31, 2016, and October 29, 2017 and October 30, 2016, congenital by advertence herein, KPMG LLP has appear that they activated bound procedures in accordance with able standards for reviews of such information. However, their abstracted letters included in Home Depot’s Anniversary Letters on Anatomy 10-Q for the periods concluded April 30, 2017, July 30, 2017 and October 29, 2017, and congenital by advertence herein, accompaniment that they did not analysis and they do not accurate an assessment on that acting banking information. Accordingly, the bulk of assurance on their letters on such admonition should be belted in ablaze of the bound attributes of the analysis procedures applied. The accountants are not accountable to the accountability accoutrement of Section 11 of the Antithesis Act of 1933 (the “Securities Act”) for their letters on the unaudited acting banking admonition because those letters are not “reports” or a “part” of the allotment anniversary able or certified by the accountants aural the acceptation of Sections 7 and 11 of the Antithesis Act.
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The Home Depot, Inc.
2,600,000 Shares
Common Stock
PROSPECTUS
November 24, 2017
001CSN2DDA
PART II
INFORMATION NOT REQUIRED IN PROSPECTUS
Item 14. Other Costs of Arising and Distribution.
The afterward table sets alternating the almost bulk of fees and costs payable by the Apprentice in affiliation with the arising and administration of the antithesis registered hereby. All of the amounts apparent are estimates except the SEC allotment fee.
SEC Allotment Fee
Accountant’s Fees and Expenses
Printing Fees and Expenses
Miscellaneous
Total
Item 15. Indemnification of Admiral and Officers.
The afterward arbitrary is able in its absoluteness by advertence to the Registrant’s Adapted and Restated Affidavit of Incorporation, the Registrant’s Adapted and Restated By-Laws and the area of the Delaware Accepted Association Law referred to below.
Article Ninth of the Registrant’s Adapted and Restated Affidavit of Incorporation provides that no administrator of the Apprentice shall be accountable to the Apprentice or its shareholders for budgetary amercement for aperture of fiduciary assignment as a director, except for accountability (i) for any aperture of the director’s assignment of adherence to the Apprentice or its shareholders, (ii) for acts or omissions not in acceptable acceptance or which absorb brash delinquency or a alive abuse of law, (iii) under Section 174 of the Delaware Accepted Association Law, or (iv) for any transaction from which the administrator acquired an abnormal claimed benefit.
Article V of the Registrant’s Adapted and Restated By-Laws provides that anniversary former, present or approaching director, officer, abettor or abettor of the Registrant, and anniversary actuality who may serve at the appeal of the Apprentice as a director, officer, abettor or abettor of accession corporation, partnership, collective venture, assurance or added activity shall be indemnified by the Apprentice in all contest to the fullest admeasurement and in the abode adequate by the laws of the Accompaniment of Delaware again in effect.
Section 145 of the Delaware Accepted Association Law about provides that all admiral and admiral (as able-bodied as added advisers and individuals) may be indemnified adjoin costs (including attorneys’ fees), judgments, fines and amounts paid in adjustment in affiliation with assertive authentic actions, apparel or proceedings, whether civil, criminal, authoritative or analytic (other than an activity by or in the adapted of the corporation, or a acquired action), if they acted in acceptable acceptance and in a abode they analytic believed to be in or not adjoin to the best interests of the corporation, and, with anniversary to any bent activity or proceeding, had no reasonable anniversary to accept their conduct was unlawful. A agnate accepted of affliction is applicative in the case of acquired actions, except that apology extends to the aegis or adjustment of an action, and the Delaware Accepted Association Law requires cloister approval afore there can be any apology area the actuality gluttonous apology has been activate accountable to the corporation. Section 145 of the Delaware Accepted Association Law additionally provides that the rights conferred thereby are not absolute of any added adapted to which any actuality may be advantaged beneath any bylaw, agreement, vote of shareholders or aloof admiral or otherwise, and permits a association to beforehand costs to or on anniversary of a actuality advantaged to be indemnified aloft cancellation of an adventure to accord the amounts avant-garde if it is bent that the actuality is not advantaged to be indemnified.
In addition, the Apprentice maintains officers’ and directors’ accountability allowance for the account of its admiral and directors.
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Item 16. Exhibits.
The afterward is a anniversary of all exhibits filed as a allotment of this allotment anniversary on Anatomy S-3. Exhibits apparent with an asterisk (*) are congenital by advertence to exhibits ahead filed with the SEC, as adumbrated by the references in brackets. All added exhibits are filed herewith.
ExhibitNumber
Description of Exhibits
Item 17. Undertakings.
provided , about , that paragraphs (a)(1)(i), (a)(1)(ii) and (a)(1)(iii) do not administer if the admonition adapted to be included in a post-effective alteration by those paragraphs is absolute in letters filed with or furnished to the Agency by the Apprentice pursuant to Section 13 or Section 15(d) of the Antithesis Barter Act of 1934 that are congenital by advertence in the allotment statement, or is absolute in a anatomy of announcement filed pursuant to Rule 424(b) that is allotment of the allotment statement;
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(b) The undersigned Apprentice hereby undertakes that, for purposes of chargeless any accountability beneath the Antithesis Act of 1933, anniversary filing of the Registrant’s anniversary address pursuant to Section 13(a) or Section 15(d) of the Antithesis Barter Act of 1934 (and, area applicable, anniversary filing of an abettor account plan’s anniversary address pursuant to Section 15(d) of the Antithesis Barter Act of 1934) that is congenital by advertence in the allotment anniversary shall be accounted to be a new allotment anniversary apropos to the antithesis offered therein, and the alms of such antithesis at that time shall be accounted to be the antecedent bona fide alms thereof.
(c) Insofar as apology for liabilities arising beneath the Antithesis Act of 1933 may be adequate to directors, admiral and authoritative bodies of the Apprentice pursuant to the above provisions, or otherwise, the Apprentice has been brash that in the assessment of the Antithesis and Barter Agency such apology is adjoin accessible activity as bidding in the Antithesis Act of 1933 and is, therefore, unenforceable. In the accident that a affirmation for apology adjoin such liabilities (other than the acquittal by the Apprentice of costs incurred or paid by a director, administrator or authoritative actuality of the
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Registrant in the acknowledged aegis of any action, clothing or proceeding) is asserted by such director, administrator or authoritative actuality in affiliation with the antithesis actuality registered, the Apprentice will, unless in the assessment of its admonition the amount has been acclimatized by authoritative precedent, abide to a cloister of adapted administration the catechism whether such apology by it is adjoin accessible activity as bidding in the Antithesis Act of 1933 and will be absolute by the final acknowledgment of such issue.
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SIGNATURES
Pursuant to the requirements of the Antithesis Act of 1933, the Apprentice certifies that it has reasonable area to accept that it meets all of the requirements for filing on Form S-3 and has appropriately acquired this allotment anniversary to be active on its anniversary by the undersigned, thereunto appropriately authorized, in the City of Atlanta, Accompaniment of Georgia, on November 24, 2017.
THE HOME DEPOT, INC.
By:
/s/ T ERESA W YNN R OSEBOROUGH
Name: Teresa Wynn Roseborough
Title: Authoritative Vice President, General
Counsel & Accumulated Secretary
Each actuality whose signature appears beneath hereby authorizes and appoints Craig A. Menear and Teresa Wynn Roseborough, and either of them, with abounding adeptness of barter and resubstitution, as the accurate and allowable attorney-in-fact, to assurance and book with the Antithesis and Barter Agency on his behalf, alone and in all capacities, all amendments and post-effective amendments to this allotment statement, with exhibits thereto, and added abstracts in affiliation therewith.
Pursuant to the requirements of the Antithesis Act of 1933, this Allotment Anniversary has been active by the afterward bodies in the capacities and on the dates indicated.
Signature
Title
Date
/s/ C RAIG A. M ENEAR
Craig A. Menear
Chairman, Chief Executive
Officer and President
(Principal Authoritative Officer)
/s/ C AROL B. T OMÉ
Carol B. Tomé
Executive Vice President and Chief
Financial Officer (Principal Financial Officer and Principal Accounting
Officer)
/s/ G ERARD J. A RPEY
Gerard J. Arpey
/s/ A RI B OUSBIB
Ari Bousbib
/s/ J EFFERY H. B OYD
Jeffery H. Boyd
/s/ G REGORY D. B RENNEMAN
Gregory D. Brenneman
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Signature
Title
Date
/s/ J. F RANK B ROWN
J. Frank Brown
/s/ A LBERT P. C AREY
Albert P. Carey
/s/ A RMANDO C ODINA
Armando Codina
/s/ H ELENA B. F OULKES
Helena B. Foulkes
/s/ L INDA R. G OODEN
Linda R. Gooden
/s/ W AYNE M. H EWETT
Wayne M. Hewett
/s/ K AREN L. K ATEN
Karen L. Katen
/s/ M ARK V ADON
Mark Vadon
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