Issuer: |
CVS Caremark Corporation (“CVS Caremark”) | |
Description of Securities: |
$1,500,000,000 6.125% Senior Notes due September 15, 2039 (“Notes”) | |
Security Type: |
Senior Notes | |
Legal Format: |
SEC Registered (Registration No. 333-143110) | |
Settlement Date: |
September 11, 2009 (T+3) | |
Maturity Date: |
September 15, 2039 | |
Issue Price: |
99.672% of principal amount | |
Coupon: |
6.125% | |
Benchmark Treasury: |
4.25% UST due May 15, 2039 | |
Benchmark Treasury Strike: |
99-19; 4.274% | |
Spread to Benchmark Treasury: |
+187.5 basis points (1.875%) | |
Yield to Maturity |
6.149% | |
Interest Payment Dates: |
Semi-annually on March 15 and September 15, commencing on March 15, 2010 | |
Change of Control: |
Upon the occurrence of both (i) a change of control of CVS Caremark and (ii) a downgrade of the notes below an investment grade rating by each of Fitch Ratings, Moody’s Investors Service, Inc. and Standard & Poor’s Ratings Services within a specified period, CVS Caremark will be required to make an offer to purchase the notes
at a price equal to 101% of their principal amount, plus accrued and unpaid interest to the date of repurchase. See “Description of the Notes – Change of Control” on page S-14 of the Preliminary Prospectus Supplement dated September 8, 2009. | |
Redemption Provisions: |
Make-whole call at any time at the greater of 100% or discounted present value at Treasury Yield plus 30 basis points | |
Denominations: |
$2,000 and integral multiples of $1,000 thereof | |
Use of Proceeds: |
For general corporate purposes, including the repayment of certain corporate debt. See “Use of Proceeds” on page S-7 of the Preliminary Prospectus Supplement dated September 8, 2009. |
Underwriting Discounts and Commissions: |
0.875% | |
Joint Book-Running Managers: |
Barclays Capital Inc. | |
Banc of America Securities LLC | ||
BNY Mellon Capital Markets, LLC | ||
J.P. Morgan Securities Inc. | ||
Wells Fargo Securities, LLC | ||
CUSIP Number: |
126650BR0 | |
Ratings*: |
Baa2 / BBB+ / BBB+ (Moody’s / S&P / Fitch) | |