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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 8/26/20 CVS Health Corp. 8-K:8,9 8/26/20 12:231K Donnelley … Solutions/FA |
Document/Exhibit Description Pages Size 1: 8-K Current Report HTML 26K 2: EX-99.1 Miscellaneous Exhibit HTML 28K 3: EX-99.2 Miscellaneous Exhibit HTML 26K 8: R1 Document and Entity Information HTML 46K 10: XML IDEA XML File -- Filing Summary XML 12K 7: XML XBRL Instance -- d946237d8k_htm XML 13K 9: EXCEL IDEA Workbook of Financial Reports XLSX 6K 5: EX-101.LAB XBRL Labels -- cvs-20200826_lab XML 53K 6: EX-101.PRE XBRL Presentations -- cvs-20200826_pre XML 34K 4: EX-101.SCH XBRL Schema -- cvs-20200826 XSD 12K 11: JSON XBRL Instance as JSON Data -- MetaLinks 12± 18K 12: ZIP XBRL Zipped Folder -- 0001193125-20-231317-xbrl Zip 23K
8-K |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM i 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d)
of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): i August 26, 2020
CVS HEALTH CORPORATION
(Exact name of registrant as specified in its charter)
i Delaware | i 001-01011 | i 05-0494040 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
i One CVS Drive, i Woonsocket, i Rhode Island i 02895
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: i (401) i 765-1500
Former name or former address, if changed since last report: N/A
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
i ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
i ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
i ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
i ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered | ||
i Common Stock, par value $0.01 per share | i CVS | i New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company i ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Section 8 - Other Events
Item 8.01. | Other Events |
On August 26, 2020, CVS Health Corporation, a Delaware corporation (the “Company”), issued press releases announcing the (A) early results and (B) pricing, respectively, of its cash tender offers (each, a “Tender Offer” and collectively, the “Tender Offers”) for (i) up to $3,000,000,000 aggregate principal amount (the “2023 Notes Maximum Amount”) of its 4.000% Senior Notes due 2023 and 3.700% Senior Notes due 2023 and the 2.800% Senior Notes due 2023 issued by its wholly-owned subsidiary, Aetna Inc. (collectively, the “2023 Notes”) and (ii) up to $3,000,000,000 aggregate principal amount (the “2025 Notes Maximum Amount” ) of its 4.100% Senior Notes due 2025 and 3.875% Senior Notes due 2025 (collectively, the “2025 Notes”, and, together with the 2023 Notes, the “Notes”) validly tendered and accepted for purchase in connection with the Company’s previously announced cash tender offers commenced on August 12, 2020. The sum of the 2023 Notes Maximum Amount and the 2025 Notes Maximum Amount is $6,000,000,000 (the “Aggregate Maximum Amount”).
Because the Company expects to accept for purchase the Maximum Aggregate Amount of Notes, no additional Notes will be purchased pursuant to the Tender Offers after August 27, 2020, the early settlement date for such Notes validly tendered and accepted for purchase by the Company.
Copies of the press releases are attached hereto as Exhibits 99.1 and 99.2, which are incorporated by reference herein.
Section 9 - Financial Statements and Exhibits
Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
The exhibits to this Current Report on Form 8-K are as follows:
Exhibit |
Description | |
99.1 | Press Release of CVS Health Corporation dated August 26, 2020 | |
99.2 | Press Release of CVS Health Corporation dated August 26, 2020 | |
104 | Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
CVS HEALTH CORPORATION | ||||||
Date: August 26, 2020 | By: | |||||
Colleen M. McIntosh | ||||||
Senior Vice President, Chief Governance Officer and Corporate Secretary |
This ‘8-K’ Filing | Date | Other Filings | ||
---|---|---|---|---|
8/27/20 | ||||
Filed on / For Period end: | 8/26/20 | |||
8/12/20 | 424B3, 8-K, FWP | |||
List all Filings |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 12/09/20 CVS Health Corp. 424B2 1:469K Donnelley … Solutions/FA 12/07/20 CVS Health Corp. 424B3 1:424K Donnelley … Solutions/FA |