8-K/AAcquisitions & DispositionsExhibits & Filings

CVS HEALTH Corp 8-K/A Report, Acquisition Completed (Oct 13, 2004)

Filed October 13, 2004For Securities:CVS

Summary

This filing is an amendment (8-K/A) to a previous report, detailing the completion of CVS Health Corporation's (CVS) acquisition of approximately 1,260 Eckerd drugstores, three distribution centers, and Eckerd's pharmacy benefit management and mail order businesses. The transaction, which closed on July 31, 2004, involved an asset purchase for the drugstores and distribution centers and a stock purchase for the PBM and mail order businesses, with a total purchase price of $2.15 billion. CVS financed this acquisition through a combination of cash and commercial paper, subsequently refinancing a portion of the commercial paper with the issuance of $650 million in 4% notes and $550 million in 4.875% notes. This report also provides extensive financial information related to the acquired "Southern Operations of Eckerd drugstores," including audited and unaudited financial statements, as well as pro forma combined financial statements that illustrate the potential financial impact of the acquisition on CVS. Investors should note the preliminary nature of the purchase price allocation presented in the pro forma statements, which may be subject to material changes. The acquisition significantly expands CVS's retail footprint and PBM capabilities.

Key Highlights

  • 1CVS Health Corporation completed the acquisition of approximately 1,260 Eckerd drugstores and related assets on July 31, 2004.
  • 2The acquisition also included Eckerd's pharmacy benefit management and mail order businesses, expanding CVS's service offerings.
  • 3The total purchase price for the acquired Eckerd operations was $2.15 billion, subject to working capital adjustments.
  • 4CVS financed the acquisition through cash and commercial paper, subsequently issuing $1.2 billion in unsecured notes (4% due 2009 and 4.875% due 2014) to refinance a portion of the acquisition debt.
  • 5The filing includes detailed carve-out financial statements for the acquired Eckerd operations, providing insight into their historical performance.
  • 6Pro forma combined financial statements are presented to illustrate the potential impact of the acquisition on CVS's financial position and results of operations.
  • 7The acquisition represents a significant strategic move for CVS, expanding its market presence, particularly in Southern U.S. states like Florida and Texas.

Frequently Asked Questions

This filing serves as an amendment to a previous report and officially announces the completion of CVS Health Corporation's acquisition of the Southern Operations of Eckerd drugstores, including drugstores, distribution centers, and PBM/mail order businesses from J.C. Penney Company, Inc.

CVS acquired the Southern Operations of Eckerd drugstores for a purchase price of $2.15 billion, which is subject to adjustments based on the final working capital of the acquired business at the closing date.

CVS funded the acquisition using a combination of cash and commercial paper. Subsequently, they refinanced a portion of the commercial paper by issuing $650 million in 4% unsecured notes due 2009 and $550 million in 4.875% unsecured notes due 2014.

The filing includes audited and unaudited 'carve out' special purpose financial statements for the Southern Operations of Eckerd drugstores, providing historical financial data. It also presents pro forma combined financial statements showing how the acquisition is expected to impact CVS's financial statements, though these are preliminary.