McKesson Corporation Watch

from 10-Q 137 pages This First Amendment to Credit Agreement, Dated as of November 7, 2024 (This “Amendment”), Which Amends That Certain Credit Agreement, Dated as of November 7, 2022 (As Amended, Restated, Amended and Restated, Supplemented or Otherwise Modified From Time to Time, the “Credit Agreement”; the Credit Agreement, as Amended by This Amendment, the “Amended Credit Agreement”) Among McKesson Corporation, a Delaware Corporation (The “Company”) and Certain of Its Subsidiaries Party Thereto From Time to Time as Borrowers (Together With the Company, Collectively, the “Borrowers” and Each, a “Borrower”), the Financial Institutions Party Thereto From Time to Time as Lenders (The “Lenders”), Bank of America, N.A., as Administrative Agent (The “Administrative Agent”) and the Other Parties Named Therein. Whereas, Pursuant to Section 11.01 of the Credit Agreement, the Administrative Agent, the Borrowers, Each Lender and Each L/C Issuer Desire to Amend the Credit Agreement, Subject to the Terms and Conditions Set Forth in This Amendment. Now, Therefore, for Good and Valuable Consideration, the Receipt and Sufficiency of Which Are Hereby Acknowledged, the Parties Hereto Hereby Agree as Follows: Section 1.01defined Terms. Capitalized Terms Used but Not Otherwise Defined Herein (Including the Preliminary Statements Hereto) Have the Meanings Assigned to Them in the Amended Credit Agreement

from 8-K 120 pages Credit Agreement Dated as of November 7, 2022 Mckesson Corporation as Borrower, Toronto Dominion (Texas) LLC, as Administrative Agent, and the Other Lenders Party Hereto PNC Capital Markets LLC, Td Securities (USA) LLC, the Bank of Nova Scotia and Truist Securities, Inc., as Joint Lead Arrangers and Joint Book Runners

from 8-K 187 pages Credit Agreement Dated as of November 7, 2022 Mckesson Corporation and Certain Subsidiaries as Borrowers, Bank of America, N.A., as Administrative Agent, Jpmorgan Chase Bank, N.A. and Wells Fargo Bank, National Association, as Co-Syndication Agents, Barclays Bank PLC, Citibank, N.A. and Goldman Sachs Bank USA, as Co-Documentation Agents and the Other Lenders and L/C Issuers Party Hereto Bofa Securities, Inc., Barclays Bank PLC, Citibank, N.A., Goldman Sachs Bank USA, Jpmorgan Chase Bank, N.A. and Wells Fargo Securities, LLC, as Joint Lead Arrangers and Joint Book Runners

from 8-K 25 pages Amendment No. 2 Dated as of March 31, 2021 (This “Amendment”), to the Credit Agreement Dated as of September 25, 2019 (As Amended by That Certain Amendment No. 1 Dated as of February 1, 2021 and as May Be Further Amended, Restated, Amended and Restated, Supplemented or Otherwise Modified From Time to Time, the “Credit Agreement”) Among Mckesson Corporation (The “Company”) and Certain of Its Subsidiaries Party Thereto From Time to Time as Borrowers (Collectively, the “Borrowers” and Each, a “Borrower”), the Financial Institutions Party Thereto From Time to Time as Lenders (The “Lenders”), Bank of America, N.A., as Administrative Agent (The “Administrative Agent”) and the Other Parties Named Therein. for Good and Valuable Consideration, the Receipt and Sufficiency of Which Are Hereby Acknowledged, the Parties Hereto Hereby Agree as Follows: Section 1.01defined Terms. Capitalized Terms Used but Not Otherwise Defined Herein (Including the Preliminary Statements Hereto) Have the Meanings Assigned to Them in the Credit Agreement. Section 2.01amendment of the Credit Agreement. Subject to the Satisfaction of the Conditions Set Forth in Section 4 of This Amendment, Effective as of the Amendment No. 2 Effectiveness Date (As Defined Below), the Credit Agreement Shall Be Amended as Set Forth Herein. (A)the Following Definitions Shall Be Added to Section 1.01 of the Credit Agreement in Appropriate Alphabetical Order

from 8-K 25 pages Amendment No. 1 Dated as of February 1, 2021 (This “Amendment”), to the Credit Agreement Dated as of September 25, 2019 (As the Same May Be Further Amended, Restated, Amended and Restated, Supplemented or Otherwise Modified From Time to Time, the “Credit Agreement”) Among Mckesson Corporation (The “Company”) and Certain of Its Subsidiaries Party Thereto From Time to Time as Borrowers (Collectively, the “Borrowers” and Each, a “Borrower”), the Financial Institutions Party Thereto From Time to Time as Lenders (The “Lenders”), Bank of America, N.A., as Administrative Agent (The “Administrative Agent”) and the Other Parties Named Therein. for Good and Valuable Consideration, the Receipt and Sufficiency of Which Are Hereby Acknowledged, the Parties Hereto Hereby Agree as Follows: Section 1.01defined Terms. Capitalized Terms Used but Not Otherwise Defined Herein (Including the Preliminary Statements Hereto) Have the Meanings Assigned to Them in the Credit Agreement. Section 2.01amendment of the Credit Agreement. Subject to the Satisfaction of the Conditions Set Forth in Section 4 of This Amendment, Effective as of the Amendment No. 1 Effectiveness Date (As Defined Below), the Credit Agreement Shall Be Amended as Set Forth Herein. (A)the Following Definitions Shall Be Added to Section 1.01 of the Credit Agreement in Appropriate Alphabetical Order: “Affected Financial Institution” Means (A) Any Eea Financial Institution or (B) Any Uk Financial Institution. “Resolution Authority” Means an Eea Resolution Authority Or, With Respect to Any Uk Financial Institution, a Uk Resolution Authority

from 8-K 134 pages Credit Agreement Dated as of September 25, 2019 Mckesson Corporation and Certain Subsidiaries as Borrowers, Bank of America, N.A., as Administrative Agent, Barclays Bank PLC, Citibank, N.A., Wells Fargo Bank, National Association, Goldman Sachs Bank USA, Jpmorgan Chase Bank, N.A. and Hsbc Securities (USA) Inc., as Co-Syndication Agents, and the Other Lenders and L/C Issuers Party Hereto Bofa Securities, Inc., Barclays Bank PLC, Citibank, N.A., Goldman Sachs Bank USA, Jpmorgan Chase Bank, N.A., Wells Fargo Securities, LLC and Hsbc Securities (USA) Inc., as Joint Lead Arrangers and Joint Book Runners

from 10-Q 223 pages Amendment No. 1 Dated as of August 5, 2016 (This “Amendment”), to the Credit Agreement Dated as of October 22, 2015 (As the Same May Be Further Amended, Restated, Amended and Restated, Supplemented or Otherwise Modified From Time to Time, the “Credit Agreement”) Among Mckesson Corporation (The “Company”) and Certain of Its Subsidiaries Party Thereto From Time to Time as Borrowers (Collectively, the “Borrowers” and Each, a “Borrower”), the Financial Institutions Party Thereto From Time to Time as Lenders (The “Lenders”), Bank of America, N.A., as Administrative Agent (The “Administrative Agent”) and the Other Parties Named Therein. for Good and Valuable Consideration, the Receipt and Sufficiency of Which Are Hereby Acknowledged, the Parties Hereto Hereby Agree as Follows: Section 1.01 Defined Terms. Capitalized Terms Used but Not Otherwise Defined Herein (Including the Preliminary Statements Hereto) Have the Meanings Assigned to Them in the Credit Agreement. Section 2.01 Amendment of the Credit Agreement. Subject to the Satisfaction of the Conditions Set Forth in Section 4 of This Amendment, Effective as of the Amendment No. 1 Effectiveness Date, the Credit Agreement Shall Be Amended as Set Forth Herein. (A) the Following Definition Shall Be Added to Section 1.01 of the Credit Agreement in Appropriate Alphabetical Order: “Bail-In Action” Means the Exercise of Any Write-Down and Conversion Powers by the Applicable Eea Resolution Authority in Respect of Any Liability of an Eea Financial Institution

from 8-K 180 pages Credit Agreement Dated as of October 22, 2015 Mckesson Corporation and Certain Subsidiaries as Borrowers, Bank of America, N.A., as Administrative Agent, Bank of America, N.A. (Acting Through Its Canada Branch), Citibank, N.A. and Barclays Bank PLC, as Swing Line Lenders, Wells Fargo Bank, National Association, as L/C Issuer, Barclays Bank PLC, Citibank, N.A. Wells Fargo Bank, National Association as Co-Syndication Agents, Goldman Sachs Bank USA Jpmorgan Chase Bank, N.A. the Bank of Tokyo-Mitsubishi Ufj, Ltd. as Co-Documentation Agents, and the Other Lenders Party Hereto Merrill Lynch, Pierce, Fenner & Smith Incorporated, Barclays Bank PLC, Citigroup Global Markets Inc., Goldman Sachs Bank USA, J.P. Morgan Securities, LLC the Bank of Tokyo-Mitsubishi Ufj, Ltd. and Wells Fargo Securities, LLC as Joint Lead Arrangers and Joint Book Runners

from 8-K 173 pages Amendment No. 2 to Credit Agreement

from 8-K 105 pages Senior Bridge Term Loan Agreement Dated as of January 23, 2014 Among Mckesson Corporation, the Borrower, Bank of America, N.A., as Administrative Agent and the Other Lenders Party Hereto Goldman Sachs Bank USA, Syndication Agent Goldman Sachs Bank USA and Merrill Lynch, Pierce, Fenner & Smith Incorporated, Joint Bookrunners and Joint Lead Arrangers

from 8-K 111 pages Amendment No. 1 to Senior Bridge Term Loan Agreement

from 8-K 159 pages Amendment No. 1 to Credit Agreement

from 8-K 106 pages Senior Bridge Term Loan Agreement Dated as of October 23, 2013 Among Mckesson Corporation, the Borrower, Bank of America, N.A., as Administrative Agent and the Other Lenders Party Hereto Goldman Sachs Bank USA, Syndication Agent Goldman Sachs Bank USA and Merrill Lynch, Pierce, Fenner & Smith Incorporated, Joint Bookrunners and Joint Lead Arrangers

from 10-Q 150 pages Credit Agreement Dated as of September 23, 2011 Mckesson Corporation and McKesson Canada Corporation, Collectively, the Borrowers, Bank of America, N.A., as Administrative Agent, Bank of America, N.A. (Acting Through Its Canada Branch), as Canadian Administrative Agent, Jpmorgan Chase Bank, N.A. and Wells Fargo Bank, National Association, as Co-Syndication Agents, Wells Fargo Bank, National Association, as L/C Issuer, the Bank of Tokyo-Mitsubishi Ufj, Ltd., the Bank of Nova Scotia, and U.S. Bank National Association as Co-Documentation Agents, and the Other Lenders Party Hereto Merrill Lynch, Pierce, Fenner & Smith Incorporated, Sole Lead Arranger and Sole Book Manager

from 8-K 94 pages Senior Bridge Term Loan Agreement Dated as of November 23, 2010 Among Mckesson Corporation, the Borrower, Bank of America, N.A., as Administrative Agent and the Other Lenders Party Hereto Jpmorgan Chase Bank, N.A., Syndication Agent Merrill Lynch, Pierce, Fenner & Smith Incorporated and J.P. Morgan Securities LLC, Joint Bookrunners and Joint Lead Arrangers

from 8-K 131 pages Amended and Restated Credit Agreement Dated as of June 8, 2007 Among Mckesson Corporation and McKesson Canada Corporation, Collectively, the Borrowers, Bank of America, N.A., as Administrative Agent, Bank of America, N.A. (Acting Through Its Canada Branch), as Canadian Administrative Agent, Jpmorgan Chase Bank and Wachovia Bank, National Association, as Co-Syndication Agents, Wachovia Bank, National Association, as L/C Issuer, the Bank of Nova Scotia and the Bank of Tokyo-Mitsubishi Ufj, Ltd., Seattle Branch, as Co-Documentation Agents, and the Other Lenders Party Hereto Banc of America Securities LLC, as Sole Lead Arranger and Sole Book Manager

from 8-K 87 pages Interim Credit Agreement Dated as of January 26, 2007 Among Mckesson Corporation, the Borrower, Bank of America, N.A., as Administrative Agent, Wachovia Bank, National Association, as Syndication Agent, and the Other Lenders Party Hereto Banc of America Securities LLC and Wachovia Capital Markets, LLC as Joint Lead Arrangers and Joint Book Managers

from 10-K ~10 pages Syndicated Revolving Promissory Note

from 10-K ~5 pages Second Amendment to Credit Agreement

from 10-K ~5 pages First Amendment to Credit Agreement