Summary
CVS Health Corporation (CVS) filed an 8-K on May 18, 2016, to report on the issuance of new senior notes. The company entered into an underwriting agreement to sell $1.75 billion in 2.125% senior notes due 2021 and $1.75 billion in 2.875% senior notes due 2026, totaling $3.5 billion in aggregate principal amount. This action was conducted under a registration statement filed earlier in May 2016. The net proceeds from this significant debt offering are approximately $3.45 billion, intended to be used for general corporate purposes. The filing also disclosed ongoing cash tender offers for various existing senior notes and potential relationships between the underwriters and the company, including one underwriter acting as a dealer manager for the tender offers and an affiliate serving as trustee for the new notes.
Key Highlights
- 1CVS Health issued $3.5 billion in new senior notes: $1.75 billion of 2.125% notes due 2021 and $1.75 billion of 2.875% notes due 2026.
- 2The offering generated approximately $3.45 billion in net proceeds after deducting underwriter discounts and expenses.
- 3Proceeds from the note issuance are intended for general corporate purposes.
- 4The issuance was made under a Form S-3 registration statement filed on May 4, 2016.
- 5Barclays Capital Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated acted as the representatives of the underwriters.
- 6The company is simultaneously conducting cash tender offers for several series of its outstanding senior notes and Omnicare's senior notes.
- 7Certain underwriters or their affiliates have relationships with the tender offers and the trustee for the new notes.