SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (date of earliest event reported): February 11, 1999
CVS CORPORATION
(exact name of registrant as specified in its charter)
DELAWARE 1-1011 05-0494040
(State of Incorporation) (Commission File No.) (IRS Employer Identification
No.)
One CVS Drive
Woonsocket, Rhode Island 02895
(Address of principal executive offices, including zip code)
Registrant's telephone number, including area code: (401) 765-1500
Not Applicable
(Former Name or Former Address, if changed since last report)
Item 7. Financial Statements and Exhibits
c. Exhibits
99.1 Press release of the Registrant dated February 11, 1999
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.
CVS CORPORATION
Date: February 11, 1999 By: /s/ Zenon P. Lankowsky
-----------------------------
Zenon P. Lankowsky
Secretary
EXHIBIT 99.1
PRESS RELEASE
For Immediate Release: Media Contact: Fred McGrail
February 11, 1999 (401) 765-1500 ext. 4630
Investor Contact: Nancy Christal
(914) 722-4704
CVS CORPORATION NAMES THOMAS M. RYAN
CHAIRMAN OF THE BOARD, CHARLES C. CONAWAY
NAMED CHIEF OPERATING OFFICER
Stanley P. Goldstein, Company Co-Founder, to Retire at Annual Meeting in April
Woonsocket, RI, - CVS Corporation (NYSE: CVS) today announced that Thomas M.
Ryan, President and Chief Executive Officer, has been named Chairman of the
Board, effective at the Company's Annual Meeting on April 14, 1999. Mr. Ryan
will also continue to serve as Chief Executive Officer. Stanley P. Goldstein,
currently CVS' Chairman and a co-founder of the Company, will retire at that
time. He will remain a Director of the Company.
The Company also announced today that Charles C. Conaway, Executive Vice
President and Chief Financial Officer, has been named President and Chief
Operating Officer, also effective April 14, 1999. The Company has initiated a
search for a new Chief Financial Officer.
Mr. Ryan commented, "All of us at CVS thank Stan for his vision and leadership
over the years, both in the early years building and later leading Melville
Corporation. More recently, I have been grateful to Stan for his wise counsel
as we pursued an aggressive strategy to establish CVS as an industry leader."
Mr. Goldstein said, "CVS has reached new heights since becoming a stand-alone
public company two years ago, virtually tripling in size based on store count
and annual revenues, while continuing to achieve industry-leading results.
There is no question CVS is in extremely capable hands with Tom and his team."
Mr. Ryan added, "Chuck Conaway has played an integral role in CVS' success in
recent years. This promotion recognizes his tremendous contributions.
Chuck's broad experience in all aspects of the business combined with his
leadership abilities make him ideally suited to help CVS achieve our ambitious
goals for growth and profitability."
Mr. Goldstein, 64, co-founded CVS in 1963, opening the first "Consumer Value
Store" in Lowell, Massachusetts. The chain grew to 40 stores with revenues of
$20 million and, in 1969, was sold to Melville Corporation. As President of
the CVS division of Melville, Mr. Goldstein oversaw the continued expansion of
CVS, and, in 1986, Melville named Mr. Goldstein President and Chief Operating
Officer. One year later, he became Melville's Chairman and Chief Executive
Officer and, under his leadership, Melville grew to become one of the nation's
preeminent retail companies with annual revenues in excess of $10 billion.
Beginning in 1994, he led the successful strategic repositioning of Melville,
through which the Company restructured to focus entirely on CVS, divesting its
other retail businesses.
Mr. Ryan, 46, has served as President and Chief Executive Officer of CVS
Pharmacy, Inc., since 1994. He was named Vice Chairman and Chief Operating
Officer of CVS Corporation, the holding company, in 1996 and was promoted to
President and Chief Executive Officer of CVS Corporation in 1998. Mr. Ryan
joined CVS in 1975 as a Pharmacist and later held a number of managerial
positions, including Vice President-Pharmacy Operations, Senior Vice
President-Pharmacy and Executive Vice President-Stores. Mr. Ryan currently
serves as a Director of Fleet Financial Group and of Reebok International Ltd.
and is a member of the Board of Trustees of the University of Rhode Island.
Mr. Conaway, 38, joined CVS as Senior Vice President-Pharmacy in 1992. He
became Executive Vice President and CFO in 1995. In addition, he serves as
Chairman of PharmaCare Management Services, Inc., the prescription benefit
management subsidiary of CVS. Prior to joining CVS, Mr. Conaway was Executive
Vice President and Chief Operating Officer of Reliable Drug Stores, Inc., a
$400 million retailer he
co-founded in 1989. He serves as a Director of Linens 'n Things.
CVS is the leading drugstore chain in the Northeast, Mid-Atlantic, Southeast
and Midwest regions with sales of $15.27 billion in 1998. General information
about CVS, including corporate background and press releases, is available
through the Company's web site at http://www.CVS.com.
