REGISTRATION RIGHTS AGREEMENT by and among CareFusion Corporation and Deutsche Bank Securities Inc. Goldman, Sachs & Co. UBS Securities LLC Dated as of July 21, 2009Registration Rights Agreement • July 22nd, 2009 • Cardinal Health Inc • Wholesale-drugs, proprietaries & druggists' sundries • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of July 21, 2009, by and among CareFusion Corporation, a Delaware corporation (the “Company”), and Deutsche Bank Securities Inc., Goldman, Sachs & Co., UBS Securities LLC and other initial purchasers (collectively, the “Initial Purchasers”), each of whom has agreed to purchase the Company’s 4.125% Senior Notes due 2012 (the “2012 Notes”), 5.125% Senior Notes due 2014 (the “2014 Notes”) and 6.375% Senior Notes due 2019 (the “2019 Notes”, and together with the 2012 Notes and the 2014 Notes, the “Initial Securities”) pursuant to the Purchase Agreement (as defined below).
Page ARTICLE I DEFINITIONS 1 Section 1.1 Certain Terms Defined 1 ARTICLE II SECURITIES 6 Section 2.1 Forms Generally 6 Section 2.2 Form of Trustee’s Certificate of Authentication 6 Section 2.3 Amount Unlimited; Issuable in Series 6 Section 2.4...Cardinal Health Inc • July 22nd, 2009 • Wholesale-drugs, proprietaries & druggists' sundries • New York
THIS INDENTURE, dated as of July 21, 2009 between CAREFUSION CORPORATION, a Delaware corporation (the “Issuer”), and DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation (the “Trustee”).
SEPARATION AGREEMENT BY AND BETWEEN CARDINAL HEALTH, INC. AND CAREFUSION CORPORATION Dated July 22, 2009Separation Agreement • July 22nd, 2009 • Cardinal Health Inc • Wholesale-drugs, proprietaries & druggists' sundries • New York
This SEPARATION AGREEMENT, dated as of July 22, 2009 (this “Agreement”), is by and between Cardinal Health, Inc., an Ohio corporation (“Cardinal Health”), and CareFusion Corporation, a Delaware corporation (“CareFusion”). Certain terms used in this Agreement are defined in Section 1.1.
CAREFUSION CORPORATION and DEUTSCHE BANK TRUST COMPANY AMERICAS, AS TRUSTEE FIRST SUPPLEMENTAL INDENTURE Dated as of July 21, 2009 To the Indenture dated as of July 21, 2009 4.125% Senior Notes due 2012 5.125% Senior Notes due 2014 6.375% Senior Notes...First Supplemental Indenture • July 22nd, 2009 • Cardinal Health Inc • Wholesale-drugs, proprietaries & druggists' sundries • New York
THIS FIRST SUPPLEMENTAL INDENTURE (this “First Supplemental Indenture”) is entered into as of July 21, 2009 between CAREFUSION CORPORATION, a Delaware corporation (the “Issuer”), and DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation, as Trustee (herein called the “Trustee”).
CAREFUSION CORPORATION PURCHASE AGREEMENT July 14, 2009Escrow Agreement • July 22nd, 2009 • Cardinal Health Inc • Wholesale-drugs, proprietaries & druggists' sundries • New York
were made, not misleading. In making the statements in the immediately proceedings sentence, I am not expressing any opinion on the financial statements or financial exhibits and other financial data included therein or omitted therefrom and I am not responsible for the adequacy or accuracy of the derivation or compilation from the Company’s accounting records of the financial data included in the Time of Sale Information or the Final Offering Memorandum.
