Pricing Term Sheet

 

Term sheet

Registration Statement No. 333-143867

 

 

To prospectus dated June 19, 2007

preliminary prospectus supplement dated June 19, 2007

Filed Pursuant to Rule 433 of the Securities Act of 1933

 

Free Writing Prospectus Dated June 19, 2007

 

Quest Diagnostics Incorporated

 

$375,000,000 6.40% Senior Notes Due 2017

$425,000,000 6.95% Senior Notes Due 2037

 

6.40% Senior Notes Due 2017

 

Issuer:

Quest Diagnostics Incorporated

Principal Amount:

$375,000,000

Maturity Date:

July 1, 2017

Trade Date:

June 19, 2007

Original Issue Date (Settlement):

June 22, 2007

Interest Accrual Date:

June 22, 2007

Record Dates:

June 15th and December 15th

Issue Price (Price to Public):

99.786%

Interest Rate:

6.40% per annum

Interest Payment Period:

Semi-annual

Interest Payment Dates:

Each July 1 and January 1, commencing January 1, 2008

Treasury Benchmark

4.500% due May 15, 2017

Spread to Benchmark

+135 bps

Benchmark Yield

5.079%

Optional Make-Whole Redemption:

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 25 basis points,

 

plus accrued interest to the date of redemption which has not been paid

 

 

 

 


 

 

 

Change of Control:

Upon the occurrence of a Change of Control Triggering Event, Quest Diagnostics will be required to make an offer to purchase the notes at a price equal to 101% of their principal amount plus accrued and unpaid interest to the date of repurchase

Specified Currency:

U.S. Dollars (“$”)

Minimum Denomination:

$2,000 and integral multiples of $1,000 in excess thereof

Business Day:

New York

CUSIP:

74834L AM2

ISIN:

US74834LAM28

Joint Book-Running Managers:

Morgan Stanley & Co. Incorporated

Banc of America Securities LLC

Merrill Lynch, Pierce, Fenner & Smith Incorporated

Global Settlement:

Through The Depository Trust Company, Euroclear or Clearstream, Luxembourg

 

The issuer has filed a registration statement (including a prospectus) with the SEC for the offerings to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and these offerings. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offerings will arrange to send you the prospectus if you request it by calling Morgan Stanley & Co. Incorporated toll free at 1-866-718-1649; Banc of America Securities LLC toll free at 1-800-294-1322; or Merrill Lynch, Pierce, Fenner & Smith Incorporated toll free at 1-866-500-5408.

 

 

 

 


 

 

6.95% Senior Notes Due 2037

 

Issuer:

Quest Diagnostics Incorporated

Principal Amount:

$425,000,000

Maturity Date:

July 1, 2037

Trade Date:

June 19, 2007

Original Issue Date (Settlement):

June 22, 2007

Interest Accrual Date:

June 22, 2007

Record Dates:

June 15th and December 15th

Issue Price (Price to Public):

98.891%

Interest Rate:

6.95% per annum

Interest Payment Period:

Semi-annual

Interest Payment Dates:

Each July 1 and January 1, commencing January 1, 2008

Treasury Benchmark

4.500% due February 15, 2036

Spread to Benchmark

+183 bps

Benchmark Yield

5.209%

Optional Make-Whole Redemption:

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 30 basis points,

 

plus accrued interest to the date of redemption which has not been paid

Change of Control:

Upon the occurrence of a Change of Control Triggering Event, Quest Diagnostics will be required to make an offer to purchase the notes at a price equal to 101% of their principal amount plus accrued and unpaid interest to the date of repurchase

Specified Currency:

U.S. Dollars (“$”)

Minimum Denomination:

$2,000 and integral multiples of $1,000 in excess thereof

Business Day:

New York

CUSIP:

74834L AN0

ISIN:

US74834LAN01

 

 

 

 

 


 

 

 

Joint Book-Running Managers:

Morgan Stanley & Co. Incorporated

Banc of America Securities LLC

Merrill Lynch, Pierce, Fenner & Smith Incorporated

Global Settlement:

Through The Depository Trust Company, Euroclear or Clearstream, Luxembourg

 

The issuer has filed a registration statement (including a prospectus) with the SEC for the offerings to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and these offerings. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offerings will arrange to send you the prospectus if you request it by calling Morgan Stanley & Co. Incorporated toll free at 1-866-718-1649; Banc of America Securities LLC toll free at 1-800-294-1322; or Merrill Lynch, Pierce, Fenner & Smith Incorporated toll free at 1-866-500-5408.