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Term sheet
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Issuer:
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Quest Diagnostics Incorporated | ||
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Trade Date:
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March 12, 2014 | ||
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Original Issue Date (Settlement):
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March 17, 2014 | ||
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Interest Accrual Date:
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March 17, 2014 | ||
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Ratings:
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Moody’s: Baa2 (stable); S&P: BBB+ (negative); Fitch: BBB (stable) | ||
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Principal Amount:
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$300,000,000 | ||
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Maturity Date:
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April 1, 2019 | ||
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Issue Price (Price to Public):
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99.934% | ||
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Yield:
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2.714% | ||
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Interest Rate:
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2.700% per annum | ||
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Interest Payment Period:
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Semi-annual | ||
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Interest Payment Dates:
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Each April 1 and October 1, commencing October 1, 2014 | ||
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Treasury Benchmark:
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1.50% due February 28, 2019 | ||
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Spread to Benchmark:
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T+113 bps | ||
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Benchmark Yield:
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1.584% | ||
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Optional Redemption:
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At any time and from time to time, the notes will be redeemable, as a whole or in part, at the option of Quest Diagnostics, on at least 30 days, but not more than 60 days, prior notice mailed to the registered address of each holder of the notes, at a redemption price equal to the greater of: | ||
| ● | 100% of principal amount of the notes to be redeemed, and | ||
| ● | the sum of the present values of the remaining scheduled payments discounted, on a semiannual basis, assuming a 360-day year consisting of twelve 30-day months, at the applicable treasury rate plus 20 basis points, | ||
| plus accrued interest to the date of redemption which has not been paid. | |||
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CUSIP:
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74834L AU4 | ||
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ISIN:
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US74834LAU44 | ||
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4.250% Senior Notes due 2024
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Principal Amount:
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$300,000,000 | ||
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Maturity Date:
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April 1, 2024 | ||
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Issue Price (Price to Public):
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99.554% | ||
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Yield:
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4.305% | ||
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Interest Rate:
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4.250% per annum | ||
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Interest Payment Period:
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Semi-annual | ||
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Interest Payment Dates:
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Each April 1 and October 1, commencing October 1, 2014 | ||
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Treasury Benchmark:
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2.75% due February 15, 2024 | ||
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Spread to Benchmark:
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T+158 bps | ||
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Benchmark Yield:
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2.725% | ||
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Optional Redemption:
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Prior to January 1, 2024, the notes will be redeemable, as a whole or in part, at the option of Quest Diagnostics, on at least 30 days, but not more than 60 days, prior notice mailed to the registered address of each holder of the notes, at a redemption price equal to the greater of: | ||
| ● | 100% of principal amount of the notes to be redeemed, and | ||
| ● | the sum of the present values of the remaining scheduled payments discounted, on a semiannual basis, assuming a 360-day year consisting of twelve 30-day months, at the applicable treasury rate plus 25 basis points, | ||
| plus accrued interest to the date of redemption which has not been paid. | |||
| On or after January 1, 2024, the notes will be redeemable, as a whole or in part, at the option of Quest Diagnostics, at a redemption price equal to 100% of the principal amount of the notes to be redeemed plus accrued interest to the date of redemption which as not been paid. | |||
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CUSIP:
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74834L AV2 | ||
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ISIN:
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US74834LAV27 | ||
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Joint Book-Running Managers:
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Goldman, Sachs & Co.
RBS Securities Inc.
Wells Fargo Securities, LLC
J.P. Morgan Securities LLC
Morgan Stanley & Co. LLC
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Co-Managers:
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Credit Agricole Securities (USA) Inc.
Fifth Third Securities, Inc.
Merrill Lynch, Pierce, Fenner & Smith
Incorporated
Mitsubishi UFJ Securities (USA), Inc.
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Conflicts of Interest:
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Certain affiliates of Goldman, Sachs & Co., RBS Securities Inc., Wells Fargo Securities, LLC, J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC, Credit Agricole Securities (USA) Inc., Fifth Third Securities, Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated and Mitsubishi UFJ Securities (USA), Inc. are lenders to us under our senior unsecured revolving credit facility, and certain affiliates of Credit Agricole Securities (USA) Inc. and Mitsubishi UFJ Securities (USA), Inc. are lenders to us under our secured receivables credit facility, and they may receive 5% or more of the net proceeds of this offering by reason of the repayment of amounts outstanding under such credit facilities. Accordingly, such underwriters may be deemed to have a “conflict of interest” within the meaning of Rule 5121, and this offering will be conducted in accordance with Rule 5121. No underwriter with a “conflict of interest” will confirm sales to any account over which it exercises discretion without the specific written approval of the account holder. | ||
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Global Settlement:
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Through The Depository Trust Company, Euroclear or Clearstream, Luxembourg | ||