Walgreens Boots Alliance Sells Shares of Cencora, Inc. for $674 Million of Initial Proceeds
09 Novembro 2023 - 8:49PM
Business Wire
Transaction Highlights
- Sale of shares of Cencora pursuant to variable prepaid forward
transactions executed in reliance on Rule 144 for current proceeds
of approximately $424 million and, depending on the stock price at
the time, potentially additional proceeds at maturity, along with a
concurrent share repurchase by Cencora of approximately $250
million
- Variable prepaid forward transactions provide liquidity while
maintaining the ability to participate in potential stock price
appreciation
- Company intends to use proceeds for debt paydown and general
corporate purposes
- No changes to ongoing collaboration and long-term strategic
partnership with Cencora
- Variable prepaid forward transactions provide no dilutive
impact on Walgreens Boots Alliance's adjusted EPS from the sale
until the contracts mature in the fourth quarter of fiscal year
2026
Walgreens Boots Alliance, Inc. (Nasdaq: WBA) (the “Company”)
today announced that it has sold shares of Cencora, Inc. (NYSE:
COR) (“Cencora”) common stock pursuant to variable prepaid forward
transactions executed in reliance on Rule 144 under the Securities
Act of 1933, as amended, for current proceeds of approximately $424
million and, depending on the stock price at the time, potentially
additional proceeds at maturity. In addition, and subject to the
closing of the Rule 144 transaction, Walgreens Boots Alliance
entered into a concurrent share repurchase by Cencora for proceeds
of approximately $250 million.
Walgreens Boots Alliance’s ownership of Cencora’s common stock
has decreased as a result of the concurrent share repurchase by
Cencora but remains at approximately 15%.
Walgreens Boots Alliance's ownership of Cencora’s common stock
has not been impacted by the entry into the variable prepaid
forward transactions, which provide Walgreens Boots Alliance with
current liquidity while allowing it to maintain voting and dividend
rights in the Cencora common stock, as well as the ability to
participate in potential stock price appreciation during the term
of the contracts. The contracts are scheduled to settle starting in
the fourth quarter of fiscal year 2026, at which time Walgreens
Boots Alliance intends to deliver 2.7 million shares of Cencora
common stock in the aggregate to the counterparties to the
contracts and may receive additional proceeds up to $137 million
depending on the stock price at the time.
The Company intends to use the proceeds primarily for debt
paydown and general corporate purposes. The transaction is another
decisive action to further simplify the Company’s portfolio, while
improving cash management.
The sale has no impact on the long-term partnership between the
two companies. Walgreens Boots Alliance remains fully committed to
the strategic, mutually beneficial relationship with Cencora, which
has been a strong and trusted partner since 2013. Chief Operating
Officer, International of Walgreens Boots Alliance, Ornella Barra,
will continue to serve on Cencora’s Board of Directors.
About Walgreens Boots Alliance
Walgreens Boots Alliance (Nasdaq: WBA) is an integrated
healthcare, pharmacy and retail leader serving millions of
customers and patients every day, with a 170-year heritage of
caring for communities.
A trusted, global innovator in retail pharmacy with more than
12,500 locations across the U.S., Europe and Latin America, WBA
plays a critical role in the healthcare ecosystem. The Company is
reimagining local healthcare and well-being for all as part of its
purpose – to create more joyful lives through better health.
Through dispensing medicines, improving access to a wide range of
health services, providing high quality health and beauty products
and offering anytime, anywhere convenience across its digital
platforms, WBA is shaping the future of healthcare.
WBA employs approximately 330,000 people and has a presence in
eight countries through its portfolio of consumer brands:
Walgreens, Boots, Duane Reade, the No7 Beauty Company and Benavides
in Mexico. Additionally, WBA has a portfolio of healthcare-focused
investments located in several countries, including China and the
U.S.
The Company is proud of its contributions to healthy
communities, a healthy planet, an inclusive workplace and a
sustainable marketplace. WBA has been recognized for its commitment
to being an inclusive workplace. In fiscal 2023, the Company
received a score of 100 from the Human Rights Campaign’s Corporate
Equality Index, scored 100 percent on the Disability Equality Index
for disability inclusion and was named Disability:IN’s 2023
Employer of the Year. In addition, WBA has been recognized for its
commitment to operating sustainably as the Company is an index
component of the Dow Jones Sustainability Indices (DJSI). More
company information is available at
www.walgreensbootsalliance.com.
(WBA-GEN)
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WBA Media Relations USA / Jim Cohn, media@wba.com
International, +44 (0)20 7980 8585 WBA Investor Relations
Tiffany Kanaga, +1 847 315 2922
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