CVS CAREMARK CORPORATION $1,750,000,000 Floating Rate Senior Notes due June 1, 2010 $1,750,000,000 5.750% Senior Notes due June 1, 2017 $1,000,000,000 6.250% Senior Notes due June 1, 2027 Underwriting AgreementCVS Caremark Corp • May 25th, 2007 • Retail-drug stores and proprietary stores • New York
CVS Caremark Corporation, a Delaware corporation (the “Company”), proposes to issue and sell $1,750,000,000 aggregate principal amount of its Floating Rate Senior Notes due 2010 (the “Floating Rate Notes”), $1,750,000,000 aggregate principal amount of its 5.750% Senior Notes due 2017 (the “2017 Notes”) and $1,000,000,000 aggregate principal amount of its 6.250% Senior Notes due 2027 (the “2027 Notes” and, together with the Floating Rate Notes and the 2017 Notes, the “Notes”) to the several underwriters named on Schedule I hereto (the “Underwriters”), for which Lehman Brothers Inc., Morgan Stanley & Co. Incorporated, Banc of America Securities LLC, BNY Capital Markets, Inc. and Wachovia Capital Markets, LLC are acting as representatives (the “Representatives”). The Notes will (i) have terms and provisions which are summarized in the Disclosure Package as of the Applicable Time and the Prospectus dated as of the date hereof (each as defined in Section 1(a) hereof) and (ii) be issued purs
RECITALSReplacement Capital Covenant • May 25th, 2007 • CVS Caremark Corp • Retail-drug stores and proprietary stores
Corporation’s assets are conveyed, transferred or leased, is owned by the shareholders of the other party to the business combination, then clauses (a), (b) and (c) above will not apply to any deferral period that is terminated on the next interest payment date following the date of consummation of the business combination;
