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Cardinal Health logoCardinal Health CAH

Cardinal Health said on August 27, 2025 it completed a public offering of $600,000,000 aggregate principal amount of 4.500% Notes due 2030 and $400,000,000 aggregate principal amount of 5.150% Notes due 2035.

8-KEntry into a Material Definitive AgreementFiled Period of report Summary published (UTC)

Key points

AI summary
  1. Cardinal Health said on August 27, 2025 it completed a public offering of $600,000,000 aggregate principal amount of 4.500% Notes due 2030 and $400,000,000 aggregate principal amount of 5.150% Notes due 2035.

  2. The company said it intends to use the net proceeds from the sale of the Notes to fund a portion of the consideration payable in connection with its proposed acquisition of Solaris Health and the fees and expenses in connection therewith. It added that pending application of the proceeds to fund the consideration payable in connection with the acquisition, the company may temporarily use such funds for general corporate purposes.

  3. Cardinal Health said if the acquisition is not consummated on or before the later of August 12, 2026 (the End Date) and the date that is 5 business days after any later date to which the End Date may be extended, or if the company notifies the Trustee that it will not pursue the consummation of the acquisition, the company will be required to redeem the Notes in whole at a special mandatory redemption price equal to 101% of the aggregate principal amount of the Notes being redeemed, plus accrued and unpaid interest.

  4. The company said the proceeds from the sale of the Notes will not be deposited into an escrow account pending completion of the acquisition or any special mandatory redemption, nor will the company be required to grant any security interest or other lien on those proceeds to secure any redemption of the Notes.

Summary

AI-written

Analysis scope · Filing bodyWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

$600,000,000 4.500% Notes due 2030 and $400,000,000 5.150% Notes due 2035 offering completed

Cardinal Health said on August 27, 2025 it completed a public offering of $600,000,000 aggregate principal amount of 4.500% Notes due 2030 and $400,000,000 aggregate principal amount of 5.150% Notes due 2035.

Source · Based on the filing body and exhibits

Net proceeds from Notes sale to fund portion of Solaris Health acquisition consideration

The company said it intends to use the net proceeds from the sale of the Notes to fund a portion of the consideration payable in connection with its proposed acquisition of Solaris Health and the fees and expenses in connection therewith. It added that pending application of the proceeds to fund the consideration payable in connection with the acquisition, the company may temporarily use such funds for general corporate purposes.

Source · Based on the filing body and exhibits

Special mandatory redemption required if acquisition not completed by End Date

Cardinal Health said if the acquisition is not consummated on or before the later of August 12, 2026 (the End Date) and the date that is 5 business days after any later date to which the End Date may be extended, or if the company notifies the Trustee that it will not pursue the consummation of the acquisition, the company will be required to redeem the Notes in whole at a special mandatory redemption price equal to 101% of the aggregate principal amount of the Notes being redeemed, plus accrued and unpaid interest.

Source · Based on the filing body and exhibits

Proceeds from Notes sale not subject to escrow deposit or security interest

The company said the proceeds from the sale of the Notes will not be deposited into an escrow account pending completion of the acquisition or any special mandatory redemption, nor will the company be required to grant any security interest or other lien on those proceeds to secure any redemption of the Notes.

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

The filing as submitted to SEC EDGAR. You can check the figures and statements of this summary against it.

Source: SEC EDGAR (U.S. Securities and Exchange Commission). Item captions are the SEC's. The summary is for reference only and is not investment advice.