Summary
Cardinal Health, Inc. (CAH) filed an 8-K report on May 21, 2012, announcing the issuance and sale of a total of $500 million in aggregate principal amount of notes. This includes $250 million of 1.900% notes due in 2017 and $250 million of 3.200% notes due in 2022. This debt issuance, made under an effective registration statement, provides the company with additional capital. The details of the underwriting agreement with J.P. Morgan Securities LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, and Morgan Stanley & Co. LLC are provided, along with the governing indenture and legal opinions confirming the validity of the notes. Investors should note the specific interest rates and maturity dates of these new debt instruments.
Key Highlights
- 1Cardinal Health issued $500 million in new debt: $250 million of 1.900% notes due 2017 and $250 million of 3.200% notes due 2022.
- 2The debt offering was made under the company's effective Form S-3 registration statement.
- 3The underwriting syndicate was led by J.P. Morgan Securities LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, and Morgan Stanley & Co. LLC.
- 4The Notes are governed by an Indenture dated June 2, 2008, with The Bank of New York Mellon Trust Company, N.A.
- 5Legal opinions from the company's Associate General Counsel and external counsel Shearman & Sterling LLP were provided, confirming the legality of the notes.
- 6The filing includes exhibits detailing the Underwriting Agreement, the forms of the 2017 and 2022 Notes, and legal opinions.
Frequently Asked Questions
Cardinal Health issued a total of $500 million in aggregate principal amount of notes, split evenly between two series: $250 million of 1.900% notes due 2017 and $250 million of 3.200% notes due 2022.
The 2017 Notes carry a coupon of 1.900% and mature in 2017. The 2022 Notes carry a coupon of 3.200% and mature in 2022.
While the filing does not explicitly state the purpose of the debt issuance, it indicates that the company is raising capital through the sale of these notes. Companies typically issue debt to fund operations, invest in growth, refinance existing debt, or for other corporate purposes.
The filing includes the Underwriting Agreement as Exhibit 1.1, and the forms of the 2017 Notes and 2022 Notes as Exhibits 4.1 and 4.2, respectively. The governing Indenture is also referenced.