Cardinal Health Enters Material Definitive Agreement
Ticker: CAH · Form: 8-K · Filed: Dec 9, 2024 · CIK: 721371
| Field | Detail |
|---|---|
| Company | Cardinal Health INC (CAH) |
| Form Type | 8-K |
| Filed Date | Dec 9, 2024 |
| Risk Level | medium |
| Pages | 3 |
| Reading Time | 3 min |
| Key Dollar Amounts | $1.0 billion |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-definitive-agreement, financial-obligation
TL;DR
Cardinal Health just signed a big deal, expect financial moves.
AI Summary
On December 5, 2024, Cardinal Health, Inc. entered into a material definitive agreement, creating a direct financial obligation. The company, incorporated in Ohio with IRS number 310958666, filed this 8-K report on December 9, 2024, detailing the agreement and its financial implications.
Why It Matters
This filing indicates a significant new financial commitment or obligation for Cardinal Health, which could impact its financial standing and future operations.
Risk Assessment
Risk Level: medium — Entering into material definitive agreements and creating new financial obligations can introduce financial risks and uncertainties for a company.
Key Players & Entities
- Cardinal Health, Inc. (company) — Registrant
- Ohio (jurisdiction) — State of incorporation
- 310958666 (identifier) — IRS Employer Identification No.
- December 5, 2024 (date) — Date of earliest event reported
- December 9, 2024 (date) — Date of report
FAQ
What type of material definitive agreement did Cardinal Health, Inc. enter into?
The filing states that Cardinal Health, Inc. entered into a material definitive agreement, but the specific details of the agreement are not provided in this excerpt.
What is the nature of the direct financial obligation created by this agreement?
The filing indicates the creation of a direct financial obligation or an obligation under an off-balance sheet arrangement, but the specific terms and amount are not detailed in this section.
When was the earliest event reported in this 8-K filing?
The earliest event reported in this 8-K filing occurred on December 5, 2024.
What is Cardinal Health, Inc.'s state of incorporation and IRS Employer Identification Number?
Cardinal Health, Inc. is incorporated in Ohio and its IRS Employer Identification Number is 310958666.
What is the filing date of this Current Report on Form 8-K?
This Current Report on Form 8-K was filed on December 9, 2024.
Filing Stats: 842 words · 3 min read · ~3 pages · Grade level 11.9 · Accepted 2024-12-09 06:21:01
Key Financial Figures
- $1.0 billion — loan facility in an aggregate amount of $1.0 billion until the earliest of (a) the occurrenc
Filing Documents
- cah-20241205.htm (8-K) — 30KB
- cardinalhealth-termloancre.htm (EX-10.1) — 959KB
- 0000721371-24-000169.txt ( ) — 1244KB
- cah-20241205.xsd (EX-101.SCH) — 2KB
- cah-20241205_lab.xml (EX-101.LAB) — 21KB
- cah-20241205_pre.xml (EX-101.PRE) — 12KB
- cah-20241205_htm.xml (XML) — 3KB
01. Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement On December 5, 2024, Cardinal Health, Inc. (the "Company"), Bank of America, N.A., as Administrative Agent and each lender from time to time party thereto entered into a Term Loan Credit Agreement (the "Credit Agreement"). The Credit Agreement, among other things, provides commitments for a term loan facility in an aggregate amount of $1.0 billion until the earliest of (a) the occurrence of both termination dates contemplated by (i) the Agreement and Plan of Merger, dated as of November 11, 2024 related to the Company's proposed acquisition of a majority of the outstanding equity interests of The GI Alliance Holdings, LLC (the "Cure Merger Agreement") and (ii) the Agreement and Plan of Merger dated as of November 11, 2024 related to the Company's proposed acquisition of Advanced Diabetes Supply Group (together with the Cure Merger Agreement, the "Merger Agreements"), (b) the closing of both the transactions contemplated by the Merger Agreements without the funding of the loans and (c) November 10, 2025. Once borrowed, loans under the Credit Agreement will mature three years after the date of borrowing, which may be accelerated pursuant to certain conditions specified in the Credit Agreement. Interest rates on borrowings under the Credit Agreement will be based on prevailing interest rates, benchmarked based on Term SOFR and subject to the Company's credit ratings, as described in the Credit Agreement. The Credit Agreement contains customary representations and affirmative and negative covenants (including restrictions on incurring liens, subsidiary indebtedness and contingent obligations). The financial covenant in the Credit Agreement requires the Company to maintain, as of the last day of any fiscal quarter, a Consolidated Net Leverage Ratio, as such term is defined in the Credit Agreement and subject to certain conditions contained therein, of no greater than 3.75 to 1.00. The Credit Agreement also conta
01. Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits (d) Exhibits. Exhibit Number Exhibit Description 10.1 Term Loan Credit Agreement, dated December 5, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
Signatures
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. Cardinal Health, Inc. (Registrant) Date: December 9, 2024 By: /s/ AARON E. ALT Aaron E. Alt Chief Financial Officer