-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, KnDWVvs4i7L0luFHt46Db3XmRMJa316bOvP+KatSU61VFyGfV/9785yb5k+dwBgL wA1qWsJkA9zfSdSN49tzGQ== 0000950103-09-000508.txt : 20090310 0000950103-09-000508.hdr.sgml : 20090310 20090310164145 ACCESSION NUMBER: 0000950103-09-000508 CONFORMED SUBMISSION TYPE: FWP PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20090310 DATE AS OF CHANGE: 20090310 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CVS CAREMARK CORP CENTRAL INDEX KEY: 0000064803 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-DRUG STORES AND PROPRIETARY STORES [5912] IRS NUMBER: 050494040 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: FWP SEC ACT: 1934 Act SEC FILE NUMBER: 333-143110 FILM NUMBER: 09669986 BUSINESS ADDRESS: STREET 1: ONE CVS DR. CITY: WOONSOCKET STATE: RI ZIP: 02895 BUSINESS PHONE: 4017651500 MAIL ADDRESS: STREET 1: ONE CVS DR. CITY: WOONSOCKET STATE: RI ZIP: 02895 FORMER COMPANY: FORMER CONFORMED NAME: CVS/CAREMARK CORP DATE OF NAME CHANGE: 20070322 FORMER COMPANY: FORMER CONFORMED NAME: CVS CORP DATE OF NAME CHANGE: 19970128 FORMER COMPANY: FORMER CONFORMED NAME: MELVILLE CORP DATE OF NAME CHANGE: 19920703 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: CVS CAREMARK CORP CENTRAL INDEX KEY: 0000064803 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-DRUG STORES AND PROPRIETARY STORES [5912] IRS NUMBER: 050494040 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: FWP BUSINESS ADDRESS: STREET 1: ONE CVS DR. CITY: WOONSOCKET STATE: RI ZIP: 02895 BUSINESS PHONE: 4017651500 MAIL ADDRESS: STREET 1: ONE CVS DR. CITY: WOONSOCKET STATE: RI ZIP: 02895 FORMER COMPANY: FORMER CONFORMED NAME: CVS/CAREMARK CORP DATE OF NAME CHANGE: 20070322 FORMER COMPANY: FORMER CONFORMED NAME: CVS CORP DATE OF NAME CHANGE: 19970128 FORMER COMPANY: FORMER CONFORMED NAME: MELVILLE CORP DATE OF NAME CHANGE: 19920703 FWP 1 dp12788_fwp.htm FORM FWP
 
Free Writing Prospectus
Filed Pursuant to Rule 433
Registration Statement No. 333-143110
 

 

 
FINAL TERM SHEET
Dated March 10, 2009
 
CVS CAREMARK CORPORATION

 
Issuer:
CVS Caremark Corporation (“CVS Caremark”)
   
Description of Securities:
$1,000,000,000 6.600% Senior Notes due March 15, 2019 (“Notes”)
   
Security Type:
Senior Notes
   
Legal Format:
SEC Registered (Registration No. 333-143110)
   
Settlement Date:
March 13, 2009 (T+3)
   
Maturity Date:
March 15, 2019
   
Issue Price:
99.365% of principal amount
   
Coupon:
6.600%
   
Benchmark Treasury:
2.750% UST due February 15, 2019
   
Benchmark Treasury Strike:
97-31; 2.988%
   
Spread to Benchmark Treasury:
+370 basis points (3.700%)
   
Yield to Maturity
6.688%
   
Interest Payment Dates:
Semi-annually on March 15 and  September 15, commencing on September 15, 2009
   
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-13 of the Preliminary Prospectus Supplement dated March 10, 2009.
   
Redemption Provisions:
Make-whole call at any time at the greater of 100% or discounted present value at Treasury Yield plus 50 basis points
 
 
 
 
 
Denominations:
$2,000 and integral multiples of $1,000 thereof
   
Use of Proceeds:
To repay Bridge Credit Facility borrowings (including to certain of the underwriters referenced below or their affiliates), to repay a portion of outstanding commercial paper, and for general corporate purposes
   
Underwriting Discounts and Commissions:
0.650%
   
Underwriters:
Barclays Capital (bookrunner)
 
Banc of America Securities LLC (bookrunner)
 
Deutsche Bank Securities (bookrunner)
 
Morgan Stanley (bookrunner)
 
Wachovia Securities (bookrunner)
 
BNY Mellon Capital Markets, LLC
 
SunTrust Robinson Humphrey
 
U.S. Bancorp Investments, Inc.
 
Wells Fargo Securities
 
Utendahl Capital Partners, L.P.
   
CUSIP Number:
126650BN9
   
Ratings*:
Baa2 / BBB+ / BBB+ (Moody’s / S&P / Fitch)
*Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time.

The issuer has filed a registration statement (including a prospectus) with the U.S. Securities and Exchange Commission (SEC) for the offering to which this communication relates.  Before you invest, you should read the prospectus in that registration statement, and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering.  You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov.  Alternatively, you may obtain a copy of the prospectus from Barclays Capital Inc. by calling toll-free 1-888-227-2275 (ext. 2663).
 
 
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