Form SC 13E3/A - Going private transaction by certain issuers: [Amend]

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 13E-3

RULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(E)

OF THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 2)

Walgreens Boots Alliance, Inc.

(Name of the Issuer)

Walgreens Boots Alliance, Inc.

Blazing Star Parent, LLC

Blazing Star Merger Sub, Inc.

Sycamore Partners III, L.P.

Sycamore Partners III-A, L.P.

Sycamore Partners Wing Co-Invest, L.P.

Sycamore Partners III GP, L.P.

Sycamore Partners III GP, Ltd.

Blazing Star CCX Superco, Inc.

Blazing Star IA Parent, LLC

Blazing Star Shields Superco II, LLC

Blazing Star Investors, LLC

Blazing Star Boots Superco (Jersey) Limited

Blazing Star Retail Blocker Buyer, LLC

Blazing Star Office Blocker Buyer, LLC

Blazing Star DC Blocker Buyer, LLC

Blazing Star Excluded Property Blocker Buyer, LLC

Alliance Sante Participations Ltd.

Alliance Santé Participations S.A.

Stefano Pessina

(Names of Persons Filing Statement)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

931427108

(CUSIP Number of Class of Securities)

Walgreens Boots Alliance, Inc.

108 Wilmot Road

Deerfield, Illinois 60015

(847) 315-3700

Attn: Lanesha Minnix, Executive Vice President and Global Chief Legal Officer

Blazing Star Parent, LLC

Blazing Star Merger Sub, Inc.

Sycamore Partners III, L.P.

Sycamore Partners III-A, L.P.

Sycamore Partners Wing Co-Invest, L.P.

Sycamore Partners III GP, L.P.

Sycamore Partners III GP, Ltd.

Blazing Star CCX Superco, Inc.

Blazing Star IA Parent, LLC

Blazing Star Shields Superco II, LLC

Blazing Star Investors, LLC

Blazing Star Boots Superco (Jersey) Limited

Blazing Star Retail Blocker Buyer, LLC

Blazing Star Office Blocker Buyer, LLC

Blazing Star DC Blocker Buyer, LLC

Blazing Star Excluded Property Blocker Buyer, LLC

9 West 57th Street, 31st Floor

New York, NY 10019

(212) 796-8500

Attn: Stefan Kaluzny

Alliance Sante Participations Ltd.

3rd Floor, Citrus Grove

106 Goring Avenue George Town,

PO Box 10085

Grand Cayman, KY1-1001

Cayman Islands

(345) 747-2739

Attn: Simone Retter

Alliance Santé Participations S.A.

14, avenue du X Septembre

L-2550 Luxembourg

Grand Duchy of Luxembourg

+352 27 99 01 03

Attn: Simone Retter

Stefano Pessina

24, boulevard du Ténao

98000 Monaco

+377 99 99 60 40

(Name, Address, and Telephone Numbers of Person Authorized to Receive Notices and Communications on Behalf of the Persons Filing Statement)

With copies to

Joshua N. Korff, P.C.

Rachael G. Coffey, P.C.

Kirkland & Ellis LLP

601 Lexington Avenue

New York, New York 10022

(212) 446-4800

Brian Wolfe

Darren Schweiger

Michael Senders

Davis Polk & Wardwell LLP

450 Lexington Avenue

New York, New York 10017

(212) 450-10017

Jeffrey J. Rosen

Gordon S. Moodie

Emily F. Huang

Debevoise & Plimpton LLP

66 Hudson Boulevard

New York, New York 10001

(212) 909-6000

Ben Burman Avocat EURL

69, avenue Victor Hugo

75116 Paris, France

+33 1 45 02 19 19

This statement is filed in connection with (check the appropriate box):


a.	☒	The filing of solicitation materials or an information statement subject to Regulation 14A, Regulation 14C or Rule 13e-3(c) under the Securities Exchange Act of 1934.

b.	☐	The filing of a registration statement under the Securities Act of 1933.

c.	☐	A tender offer.

d.	☐	None of the above.

Check the following box if the soliciting materials or information statement referred to in checking box (a) are preliminary copies: ☒

Check the following box if the filing is a final amendment reporting the results of the transaction: ☐

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of this transaction, passed upon the merits or fairness of this transaction or passed upon the adequacy or accuracy of the disclosure in this transaction statement on Schedule 13E-3. Any representation to the contrary is a criminal offense.

Introduction

This Amendment No. 2 to the Transaction Statement on Schedule 13E-3 (as amended, this “Transaction Statement”) is being filed with the U.S. Securities and Exchange Commission (the “SEC”) pursuant to Section 13(e) of the Securities Exchange Act of 1934, as amended (together with the rules and regulations promulgated thereunder, the “Exchange Act”), by (1) Walgreens Boots Alliance, Inc., a Delaware corporation (“WBA” or the “Company”); (2) Blazing Star Parent, LLC, a Delaware limited liability company (“Parent”), (3) Blazing Star Merger Sub, Inc. (“Merger Sub”), a Delaware corporation, (4) Sycamore Partners III, L.P., a Cayman Islands exempted limited partnership (“Sycamore Partners III, L.P.”), (5) Sycamore Partners III-A, L.P., a Cayman Islands exempted limited partnership (“Sycamore Partners III-A, L.P.”), (6) Sycamore Partners Wing Co-Invest, L.P., a Delaware limited partnership (“Sycamore Partners Wing Co-Invest, L.P.”), (7) Sycamore Partners III GP, L.P., a Cayman limited partnership (“Sycamore Partners III GP, L.P.”), (8) Sycamore Partners III GP, Ltd., a Cayman limited company (“Sycamore Partners III GP, Ltd.”), (9) Blazing Star CCX Superco, Inc., a Delaware corporation (“Blazing Star CCX Superco, Inc.”), (10) Blazing Star IA Parent, LLC, a Delaware limited liability company (“Blazing Star IA Parent, LLC”), (11) Blazing Star Shields Superco II, LLC, a Delaware limited liability company (“Blazing Star Shields Superco II, LLC”), (12) Blazing Star Investors, LLC, a Delaware limited liability company (“Blazing Star Investors, LLC”), (13) Blazing Star Boots Superco (Jersey) Limited, a Jersey private limited company (“Blazing Star Boots Superco (Jersey) Limited”), (14) Blazing Star Retail Blocker Buyer, LLC, a Delaware limited liability company (“Blazing Star Retail Blocker Buyer”), (15) Blazing Star Office Blocker Buyer, LLC, a Delaware limited liability company (“Blazing Star Office Blocker Buyer”), (16) Blazing Star DC Blocker Buyer, LLC, a Delaware limited liability company (“Blazing Star DC Blocker Buyer”), (17) Blazing Star Excluded Property Blocker Buyer, LLC, a Delaware limited liability company (“Blazing Star Excluded Property Blocker Buyer”), (18) Alliance Sante Participations Ltd., a Cayman Islands exempted company (“ASP Cayman”), (19) Alliance Santé Participations S.A., a Luxembourg société anonyme (“ASP”), and (20) Stefano Pessina, a Monégasque citizen (“Pessina”) (each of (1) through (20) a “Filing Person,” and collectively, the “Filing Persons”).

This Transaction Statement relates to the Agreement and Plan of Merger, dated as of March 6, 2025 (as it may be amended from time to time, the “Merger Agreement”), by and among the Company, Parent, Merger Sub and the other affiliates of Parent named therein, pursuant to which, subject to the terms and conditions set forth therein and among other things, Merger Sub will be merged with and into the Company with the Company surviving such merger as a wholly owned subsidiary of Parent (the “Merger”).

Upon the terms and subject to the conditions set forth in the Merger Agreement, at the effective time of the Merger (the “Effective Time”), each share of the Company’s common stock, par value $0.01 per share (“Company Common Stock”) issued and outstanding immediately prior to the Effective Time (other than any shares of Company Common Stock that are held by the Company as treasury stock or owned by Parent, Merger Sub or any other affiliate thereof (the “Excluded Shares”), or any shares of Company Common Stock as to which appraisal rights have been properly exercised in accordance with the General Corporation Law of the state of Delaware (the “DGCL”) (the “Dissenting Shares”)) will be automatically converted into the right to receive (a) cash in an amount equal to $11.45, without interest thereon and subject to all applicable withholding (the “Per Share Cash Consideration”), and (b) one divested asset proceed right (each, a “Divested Asset Proceed Right” or “DAP Right”) issued by Parent or one of its affiliates subject to and in accordance with the Divested Asset Proceed Rights Agreement (the “Per Share DAP Right Consideration” and, collectively with the Per Share Cash Consideration, the “Per Share Consideration”). Following the completion of the Merger, the shares of Company Common Stock will no longer be publicly traded, and holders of such shares of Company Common Stock that have been converted into the right to receive the Per Share Consideration will cease to have any ownership interest in the Company.

In connection with the entry into the Merger Agreement, Pessina and ASP entered into a voting agreement (the “Voting Agreement”), with the Company and Parent. On April 27, 2025, in connection with the sale and transfer by Pessina and ASP of all the shares of Company Common Stock held of record by them to ASP

Cayman (the “SP Investors Restructuring”), ASP Cayman was joined as a party to the Voting Agreement (Pessina, ASP and ASP Cayman are referred to in this Transaction Statement as the “SP Investors”). The shares beneficially owned by the SP Investors represent, in the aggregate, approximately 17% of the outstanding voting power of the Company’s capital stock as of May 14, 2025. The SP Investors have agreed, on the terms and subject to the conditions set forth in the Voting Agreement, to vote their shares of the Company’s capital stock owned by them: (1) in favor of the adoption of the Merger Agreement and the approval of the Merger and the other transactions contemplated by the Merger Agreement (the “Transactions”), and to vote against, among other things, any Acquisition Proposal (as defined in the Merger Agreement) or other proposal made in opposition to or in competition with the Merger Agreement and the Merger. The Voting Agreement will terminate on the earliest to occur of (i) the valid termination of the Merger Agreement in accordance with its terms and (ii) the Effective Time.

Also in connection with the entry into the Merger Agreement, Pessina and ASP entered into a reinvestment agreement (the “Reinvestment Agreement”) with Parent, which ASP Cayman joined on April 27, 2025 in connection with the SP Investors Restructuring. Pursuant to the Reinvestment Agreement, the SP Investors have agreed, on the terms and subject to the conditions set forth in the Reinvestment Agreement, to reinvest the aggregate Per Share Cash Consideration received by the SP Investors and an incremental cash investment, in each case, to purchase, immediately following the closing of the Merger, new equity interests in the Topcos (as defined in the Proxy Statement). Immediately following the closing of the transactions contemplated by the Reinvestment Agreement, the proportion of equity at each Topco, held by the SP Investors, on the one hand, and Sycamore and its affiliates, on the other hand, will be the same at each Topco. The Reinvestment Agreement will terminate either (i) upon the mutual written consent of Parent, the SP Investors and the Company or (ii) automatically if the Merger Agreement is terminated in accordance with its terms.

The Company’s board of directors (the “Board”), with Stefano Pessina and John Lederer (the “Recused Directors”) recused from the deliberations and approval, unanimously (1) determined that it is fair to, and in the best interests of the Company and the Company’s stockholders (including the unaffiliated stockholders (as defined below)), and declared it advisable, to enter into the Merger Agreement and certain other transaction documents, in each case, upon the terms and subject to the conditions set forth therein, (2) approved the execution and delivery of the Merger Agreement and certain other transaction documents by the Company, the performance by the Company of its covenants and other obligations thereunder, and the consummation of the Merger upon the terms and subject to the conditions set forth therein, (3) resolved to recommend that the Company’s stockholders adopt and approve the Merger Agreement in accordance with the DGCL; and (4) directed that the adoption and approval of the Merger Agreement be submitted for consideration by the Company’s stockholders at a meeting thereof.

The approval of the proposal to adopt and approve the Merger Agreement, which we refer to as the “Merger Agreement Proposal,” requires both the affirmative vote of (a) the holders of a majority of the outstanding shares of Company Common Stock entitled to vote on such matter at the Special Meeting, which we refer to as the “Delaware law vote condition,” and (b) the holders of a majority of the outstanding shares of Company Common Stock held by the unaffiliated stockholders cast on such matter at the Special Meeting, which we refer to as the “unaffiliated vote condition.” The unaffiliated stockholders are the holders of shares of Company Common Stock other than Stefano Pessina, John Lederer, Parent and any of their respective affiliates.

The Company previously filed with the SEC an Amendment No. 1 to its preliminary proxy statement (as amended, the “Proxy Statement”) under Regulation 14A of the Exchange Act, pursuant to which the Board is soliciting proxies from stockholders of the Company in connection with the Merger. The Proxy Statement is attached hereto as Exhibit (a)(1). A copy of the Merger Agreement is attached to the Proxy Statement as Annex A and is incorporated herein by reference. As of the date hereof, the Proxy Statement is in preliminary form, and is subject to completion or amendment. Terms used but not defined in this Transaction Statement have the meanings assigned to them in the Proxy Statement.

Pursuant to General Instruction F to Schedule 13E-3, the information in the Proxy Statement, including all annexes thereto, is expressly incorporated by reference herein in its entirety, and responses to each item herein are qualified in their entirety by the information contained in the Proxy Statement and the annexes thereto. The cross-references below are being supplied pursuant to General Instruction G to Schedule 13E-3 and show the location in the Proxy Statement of the information required to be included in response to the items of Schedule 13E-3.

While each of the Filing Persons acknowledges that the Merger is a going private transaction for purposes of Rule 13E-3 under the Exchange Act, the filing of this Transaction Statement shall not be construed as an admission by any Filing Person, or by any affiliate of a Filing Person, that the Company is “controlled” by any of the Filing Persons and/or their respective affiliates.

The information concerning the Company contained in, or incorporated by reference into, this Transaction Statement and the Proxy Statement was supplied by the Company. Similarly, all information concerning each other Filing Person contained in, or incorporated by reference into, this Transaction Statement and the Proxy Statement was supplied by such Filing Person. No Filing Person, including the Company, is responsible for the accuracy of any information supplied by any other Filing Person.

Except as otherwise set forth herein, the information set forth in the Transaction Statement remains unchanged and is incorporated by reference into this Amendment No. 2.

Item 16.

Exhibits

Regulation M-A Item 1016(a) through (d), (f) and (g)

(a)(1) Preliminary Proxy Statement of Walgreens Boots Alliance, Inc. (the “Proxy Statement”) (included in the Schedule 14A filed with the SEC on May 14, 2025 and incorporated herein by reference).

(a)(2) Form of Preliminary Proxy Card (included in the Proxy Statement and incorporated herein by reference).

(a)(3) Letter to WBA Stockholders (included in the Proxy Statement and incorporated herein by reference).

(a)(4) Notice of Special Meeting of Stockholders (included in the Proxy Statement and incorporated herein by reference).

(a)(5) Current Report on Form 8-K, dated March 6, 2025 (included in Schedule 14A filed on March 6, 2025 and incorporated herein by reference).

(a)(6) W Worldwide / W Connect Transaction Page (included in Schedule 14A filed on March 7, 2025 and incorporated herein by reference).

(a)(7) W Connect Weekly Friday Post from Tim Wentworth, Chief Executive Officer (included in Schedule 14A filed on March 7, 2025 and incorporated herein by reference).

(a)(8) Senior Leader Meeting Presentation, dated March 6, 2025 (included in Schedule 14A filed on March 7, 2025 and incorporated herein by reference).

(a)(9) Corporate LinkedIn Post, dated March 6, 2025 (included in Schedule 14A filed on March 7, 2025 and incorporated herein by reference).

(a)(10) LinkedIn Repost from Tim Wentworth, Chief Executive Officer, dated March 6, 2025 (included in Schedule 14A filed on March 7, 2025 and incorporated herein by reference).

(a)(11) LinkedIn Repost from Walgreens, dated March 6, 2025 (included in Schedule 14A filed on March 7, 2025 and incorporated herein by reference).

(a)(12) Walgreens Customer-Facing Transaction Overview (included in Schedule 14A filed on March 7, 2025 and incorporated herein by reference).

(a)(13) B2B Reactive Email Response (included in Schedule 14A filed on March 7, 2025 and incorporated herein by reference).

(a)(14) CareCentrix CEO Team Member Email, dated March 6, 2025 (included in Schedule 14A filed on March 7, 2025 and incorporated herein by reference).

(a)(15) CEO Message to Team Members, dated March 6, 2025 (included in Schedule 14A filed on March 7, 2025 and incorporated herein by reference).

(a)(16) Partner Email (included in Schedule 14A filed on March 7, 2025 and incorporated herein by reference).

(a)(17) Shields CEO Team Member Email, dated March 6, 2025 (included in Schedule 14A filed on March 7, 2025 and incorporated herein by reference).

(a)(18) Shields Health Solutions Partner Email (included in Schedule 14A filed on March 7, 2025 and incorporated herein by reference).

(a)(19) U.S. Regulator / Government Relationship Manager Email (included in Schedule 14A filed on March 7, 2025 and incorporated herein by reference).

(a)(20) VillageMD Team Member Communications, dated March 6, 2025 (included in Schedule 14A filed on March 7, 2025 and incorporated herein by reference).

(a)(21) Summit Health and CityMD Follow-Up Memo (included in Schedule 14A filed on March 7, 2025 and incorporated herein by reference).

(a)(22) Village Medical Follow-Up Memo (included in Schedule 14A filed on March 7, 2025 and incorporated herein by reference).

(a)(23) Investor / Analyst Email – Courtesy Note (included in Schedule 14A filed on March 7, 2025 and incorporated herein by reference).

(a)(24) Team Member FAQ (included in Schedule 14A filed on March 7, 2025 and incorporated herein by reference).

(a)(25) Store Manager Toolkit: Customer FAQ/Q&A—Store Employee Talking Points (included in Schedule 14A filed on March 7, 2025 and incorporated herein by reference).

(a)(26) Tim Wentworth, Video Message to Team Members (Transcript), dated March 6, 2025 (included in Schedule 14A filed on March 7, 2025 and incorporated herein by reference).

(a)(27) U.S. Town Hall – Transcript, dated March 7, 2025 (included in Schedule 14A filed on March 7, 2025 and incorporated herein by reference).

(a)(28) U.S. Town Hall – Presentation, dated March 7, 2025 (included in Schedule 14A filed on March 7, 2025 and incorporated herein by reference).

(a)(29) INTERNATIONAL B2B Stakeholder and Brand Partner Letter—Ireland, (included in Schedule 14A filed on March 7, 2025 and incorporated herein by reference).

(a)(30) INTERNATIONAL B2B Stakeholder and Brand Partner Letter (included in Schedule 14A filed on March 7, 2025 and incorporated herein by reference).

(a)(31) INTERNATIONAL Government Stakeholder Letter Ireland (included in Schedule 14A filed on March 7, 2025 and incorporated herein by reference).

(a)(32) INTERNATIONAL Government Stakeholder Letter UK (included in Schedule 14A filed on March 7, 2025 and incorporated herein by reference).

(a)(33) INTERNATIONAL Internal Email to Team Members (included in Schedule 14A filed on March 7, 2025 and incorporated herein by reference).

(a)(34) INTERNATIONAL LinkedIn Repost from Boots, dated March 7, 2025 (included in Schedule 14A filed on March 7, 2025 and incorporated herein by reference).

(a)(35) SENIOR LEADERS TOOLKIT – OVERVIEW AND Q&A (included in Schedule 14A filed on March 7, 2025 and incorporated herein by reference).

(a)(36) INTERNATIONAL Store Manager Message and Q&A (included in Schedule 14A filed on March 7, 2025 and incorporated herein by reference).

(a)(37) INTERNATIONAL Union Letter Ireland (included in Schedule 14A filed on March 7, 2025 and incorporated herein by reference).

(a)(38) INTERNATIONAL Union Letter (included in Schedule 14A filed on March 7, 2025 and incorporated herein by reference).

(a)(39) International Customer Service Materials and Q&A (included in Schedule 14A filed on March 10, 2025 and incorporated herein by reference).

(a)(40) Current Report on Form 8-K, dated March 6, 2025 (included in Schedule 14A filed on March 10, 2025 and incorporated herein by reference).

(a)(41) Supplemental Slides to the Investor Presentation, dated March 11, 2025 (included in Schedule 14A filed on March 11, 2025 and incorporated herein by reference).

(a)(42) INTERNATIONAL Franchise Letter – Opticians (included in Schedule 14A filed on March 11, 2025 and incorporated herein by reference).

(a)(43) International Team Member Balcony Briefing Video Transcript (included in Schedule 14A filed on March 12, 2025 and incorporated herein by reference).

(a)(44) Walgreens W Connect Reminder for Team Members, dated March 13, 2025 (included in Schedule 14A filed on March 13, 2025 and incorporated herein by reference).

(a)(45) Tim Wentworth, CEO 3/14/25 Update to Team Members on Walgreens W Connect, dated March 14, 2025 (included in Schedule 14A filed on March 14, 2025 and incorporated herein by reference).

(a)(46) No7 Beauty Company B2B Stakeholder and Brand Partner Letter (included in Schedule 14A filed on March 17, 2025 and incorporated herein by reference).

(a)(47) Anthony Hemmerdinger (Managing Director, Boots UK and Ireland) Weekly Vlog to Team Members Script, dated March 19, 2025 (included in Schedule 14A filed on March 19, 2025 and incorporated herein by reference).

(a)(48) Email to Investors Regarding the Filing of the Preliminary Proxy (included in Schedule 14A filed on April 14, 2025 and incorporated herein by reference).

(a)(49) Preliminary Proxy Team Member Q&A (included in Schedule 14A filed on April 15, 2025 and incorporated herein by reference).

(a)(50) Tim Wentworth, CEO 4/18/25 Update to Team Members on Walgreens W Connect (included in Schedule 14A filed on April 18, 2025 and incorporated herein by reference).

(a)(51) Town Hall - Transcript, dated May 8, 2025 (included in Schedule 14A filed on May 8, 2025 and incorporated herein by reference).

(a)(52) Town Hall - Summary, dated May 9, 2025 (included in Schedule 14A filed on May 9, 2025 and incorporated herein by reference).

(b)(1)+ Real Estate Financing Commitment Letter, dated March 6, 2025, by and among inter alios, Blazing Star Merger Sub, Inc., UBS AG, Stamford Branch, Wells Fargo Bank, National Association.

(b)(2)+ Preferred Equity Commitment Letter, dated March 6, 2025, by and between Blazing Star Merger Sub, Inc. and GoldenTree Asset Management LP.

(b)(3)+ Bridge Commitment Letter, dated March 6, 2025, by and among Blazing Star Merger Sub, Inc. and UBS AG, Stamford Branch.

(b)(4)+ Shields Commitment Letter, dated March 6, 2025, by and among inter alios, Blazing Star Merger Sub, Inc., HPS Investment Partners, LLC, Goldman Sachs Asset Management, L.P. and JPMorgan Chase Bank, N.A.

(b)(5)+ Amended and Restated International Commitment Letter, dated March 27, 2025, by and among inter alios, Blazing Star Merger Sub, Inc., JP Morgan Chase Bank, N.A., JPMorgan Chase Bank, N.A. London Branch, J.P. Morgan Securities plc, Goldman Sachs Bank USA, UBS AG London Branch, Citibank, N.A. London Branch, Citicorp North America, Inc., Deutsche Bank AG New York Branch, Deutsche Bank AG Cayman Islands Branch, Deutsche Bank Securities Inc., Wells Fargo Bank, National Association, Wells Fargo Bank, National Association, London Branch, Wells Fargo Securities, LLC, Mizuho Bank, Ltd., PNC Bank, National Association, PNC Financial Services UK Ltd, PNC Capital Markets LLC, Royal Bank of Canada, The Bank of Nova Scotia, The Bank of Nova Scotia, London Branch, CIBC World Markets Corp., Canadian Imperial Bank of Commerce, Citizens Bank, N.A., The Toronto-Dominion Bank, New York Branch, TD Bank, N.A., TD Securities USA (LLC), BNP Paribas, BNP Paribas Securities Corp., Fifth Third Bank, National Association, Truist Bank and U.S. Bank National Association.

(b)(6)+ Factoring Commitment Letter, dated March 6, 2025, by and between Blazing Star Merger Sub, Inc and Wells Fargo Bank, National Association.

(b)(7)+ Amended and Restated USR ABL Commitment Letter, dated March 27, 2025, by and among inter alios, Blazing Star Merger Sub, Inc., Wells Fargo Bank, National Association, Citigroup Global Markets Inc., Deutsche Bank AG New York Branch, Deutsche Bank Securities Inc., Goldman Sachs Bank USA, JPMorgan Chase Bank, N.A., UBS AG, Stamford Branch, UBS Securities LLC, Mizuho Bank, Ltd., PNC Bank, National Association, PNC Capital Markets LLC, Royal Bank of Canada, CIBC World Markets Corp., Canadian Imperial

Bank of Commerce, Citizens Bank, N.A., Fifth Third Bank, National Association, Fifth Third Securities, Inc., The Bank of Nova Scotia, TD Bank, N.A., Truist Bank, Truist Securities, Inc., U.S. Bank National Association, BNP Paribas, BNP Paribas Securities Corp., Regions Bank, and Regions Capital Markets, A Division of Regions Bank.

(c)(1)* Discussion Materials, dated October 8, 2024, prepared by Centerview for the Board of Directors.

(c)(2)* Discussion Materials, dated October 24, 2024, prepared by Centerview for the Board of Directors.

(c)(3)* Discussion Materials, dated December 4, 2024, prepared by Centerview for the Board of Directors.

(c)(4)* Discussion Materials, dated December 11, 2024, prepared by Centerview for the Transaction Committee of the Board of Directors.

(c)(5)* Discussion Materials, dated December 18, 2024, prepared by Centerview for the Transaction Committee of the Board of Directors.

(c)(6)* Discussion Materials, dated December 23, 2024, prepared by Centerview for the Transaction Committee of the Board of Directors.

(c)(7)* Discussion Materials, dated February 4, 2025, prepared by Centerview for the Transaction Committee of the Board of Directors and the Board of Directors.

(c)(8)* Discussion Materials, dated February 9, 2025, prepared by Centerview for the Board of Directors.

(c)(9)* Discussion Materials, dated February 11, 2025, prepared by Centerview for the Transaction Committee of the Board of Directors.

(c)(10)* Discussion Materials, dated February 13, 2025, prepared by Centerview for the Board of Directors.

(c)(11)* Discussion Materials, dated February 26, 2025, prepared by Centerview for the Transaction Committee of the Board of Directors.

(c)(12)* Discussion Materials, dated February 28, 2025, prepared by Centerview for the Board of Directors.

(c)(13)* Discussion Materials, dated February 28, 2025, prepared by Morgan Stanley for the Board of Directors.

(c)(14)* Discussion Materials, dated March 6, 2025, prepared by Centerview for the Board of Directors.

(c)(15)* Discussion Materials, dated March 6, 2025, prepared by Morgan Stanley for the Board of Directors.

(c)(16) Opinion of Centerview Partners LLC, dated March 6, 2025 (incorporated herein by reference to Annex B of the Proxy Statement).

(c)(17) Opinion of Morgan Stanley & Co. LLC, dated March 6, 2025 (incorporated herein by reference to Annex C of the Proxy Statement).

(d)(1) Agreement and Plan of Merger, dated as of March 6, 2025, by and among Walgreens Boots Alliance, Inc., Blazing Star Merger Sub, Inc. and Blazing Star Parent, LLC (incorporated herein by reference to Annex A of the Proxy Statement).

(d)(2) Voting Agreement, dated March 6, 2025, by and among Walgreens Boots Alliance, Inc., Blazing Star Parent, LLC, Stefano Pessina and Alliance Santé Participations S.A. (incorporated herein by reference to Annex D of the Proxy Statement).

(d)(3) Reinvestment Agreement, dated March 6, 2025, by and among Blazing Star Parent, LLC, Stefano Pessina and Alliance Santé Participations S.A. (incorporated herein by reference to Annex E of the Proxy Statement).

(d)(4) Form of Divested Asset Proceed Rights Agreement (incorporated herein by reference to Exhibit A to Annex A of the Proxy Statement).

(d)(5)+ Equity Commitment Letter, dated March 6, 2025, by and among Sycamore Partners III, L.P., Sycamore Partners III-A, L.P., Sycamore Partners Wing Co-Invest, L.P., Blazing Star Parent, LLC, Blazing Star Shields Direct Parent, LLC, and Blazing Star IA Parent, LLC.

(d)(6)+ Limited Guaranty, dated as of March 6, 2025, by and among Sycamore Partners III, L.P., Sycamore Partners III-A, L.P. and Walgreens Boots Alliance, Inc.

(d)(7) Interim Investors Agreement, dated March 6, 2025, by and among Sycamore Partners III, L.P., Sycamore Partners III-A, L.P., Sycamore Partners Wing Co-Invest, L.P., Blazing Star Parent, LLC, Blazing Star Merger Sub, Inc., Stefano Pessina and Alliance Santé Participations S.A. (incorporated herein by reference to Exhibit 99.(r) of the Schedule 13D/A, filed on March 7, 2025 by Alliance Santé Participations S.A., Stefano Pessina and NewCIP II S.a r.l.).

(d)(8) Joinder Agreement to the Voting Agreement, dated April 27, 2025, by and among Walgreens Boots Alliance, Inc., Stefano Pessina, Alliance Santé Participations S.A., Alliance Sante Participations Ltd. and Blazing Star Parent, LLC (incorporated herein by reference to Exhibit 99.(x) of the Schedule 13D/A, filed on April 29, 2025 by Alliance Sante Participations S.A., NewCIP II S.a r.l., Alliance Sante Participations Ltd. and Stefano Pessina).

(d)(9) Joinder Agreement to the Reinvestment Agreement, dated April 27, 2025, by and among Stefano Pessina, Alliance Santé Participations S.A., Alliance Sante Participations Ltd. and Blazing Star Parent, LLC (incorporated herein by reference to Exhibit 99.(y) of the Schedule 13D/A, filed on April 29, 2025 by Alliance Sante Participations S.A., NewCIP II S.a r.l., Alliance Sante Participations Ltd. and Stefano Pessina).

(d)(10) Joinder Agreement to the Interim Investors Agreement, dated April 27, 2025, by and among Sycamore Partners III, L.P., Sycamore Partners III-A, L.P., Sycamore Partners Wing Co-Invest, L.P., Blazing Star Parent, LLC, Blazing Star Merger Sub, Inc., Stefano Pessina, Alliance Santé Participations S.A. and Alliance Sante Participations Ltd. (incorporated herein by reference to Exhibit 99.(w) of the Schedule 13D/A, filed on April 29, 2025 by Alliance Sante Participations S.A., NewCIP II S.a r.l., Alliance Sante Participations Ltd. and Stefano Pessina).

(f)+ Section 262 of the General Corporation Law of the state of Delaware.

107+ Filing Fee Table.

*	Certain portions of this exhibit have been redacted and separately filed with the SEC pursuant to a request for confidential treatment.

+	Previously filed with the Transaction Statement on Schedule 13E-3 filed with the SEC on April 14, 2025.

SIGNATURES

After due inquiry and to the best of each of the undersigned’s knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

Dated: June 5, 2025


WALGREENS BOOTS ALLIANCE, INC.

By:		/s/ Tim Wentworth
		Name: Tim Wentworth
		Title: Chief Executive Officer

BLAZING STAR PARENT, LLC

By:		/s/ Stefan L. Kaluzny
		Name: Stefan L. Kaluzny
		Title: President

BLAZING STAR MERGER SUB, INC.

By:		/s/ Stefan L. Kaluzny
		Name: Stefan L. Kaluzny
		Title: President

SYCAMORE PARTNERS III, L.P.

By: Sycamore Partners III GP, L.P., its general partner

By: Sycamore Partners III GP, Ltd., its general partner

By:		/s/ Stefan L. Kaluzny
		Name: Stefan L. Kaluzny
		Title: Director

SYCAMORE PARTNERS III-A, L.P.

By: Sycamore Partners III GP, L.P., its general partner

By: Sycamore Partners III GP, Ltd., its general partner

By:		/s/ Stefan L. Kaluzny
		Name: Stefan L. Kaluzny
		Title: Director


SYCAMORE PARTNERS WING CO-INVEST, L.P.

By: Sycamore Partners III GP, L.P., its general partner

By: Sycamore Partners III GP, Ltd., its general partner

By:		/s/ Stefan L. Kaluzny
		Name: Stefan L. Kaluzny
		Title: Director

SYCAMORE PARTNERS III GP, L.P.

By: Sycamore Partners III GP, Ltd., its general partner

By:		/s/ Stefan L. Kaluzny
		Name: Stefan L. Kaluzny
		Title: Director

SYCAMORE PARTNERS III GP, LTD.

By:		/s/ Stefan L. Kaluzny
		Name: Stefan L. Kaluzny
		Title: Director

BLAZING STAR CCX SUPERCO, INC.

By:		/s/ Stefan L. Kaluzny
		Name: Stefan L. Kaluzny
		Title: President

BLAZING STAR IA PARENT, LLC

By:		/s/ Stefan L. Kaluzny
		Name: Stefan L. Kaluzny
		Title: President

BLAZING STAR SHIELDS SUPERCO II, LLC

By:		/s/ Stefan L. Kaluzny
		Name: Stefan L. Kaluzny
		Title: President

BLAZING STAR INVESTORS, LLC

By:		/s/ Stefan L. Kaluzny
		Name: Stefan L. Kaluzny
		Title: President


BLAZING STAR BOOTS SUPERCO (JERSEY) LIMITED

By:		/s/ Stefan L. Kaluzny
		Name: Stefan L. Kaluzny
		Title: President

BLAZING STAR RETAIL BLOCKER BUYER, LLC

By:		/s/ Stefan L. Kaluzny
		Name: Stefan L. Kaluzny
		Title: President

BLAZING STAR OFFICE BLOCKER BUYER, LLC

By:		/s/ Stefan L. Kaluzny
		Name: Stefan L. Kaluzny
		Title: President

BLAZING STAR DC BLOCKER BUYER, LLC

By:		/s/ Stefan L. Kaluzny
		Name: Stefan L. Kaluzny
		Title: President

BLAZING STAR EXCLUDED PROPERTY BLOCKER BUYER, LLC

By:		/s/ Stefan L. Kaluzny
		Name: Stefan L. Kaluzny
		Title: President

ALLIANCE SANTE PARTICIPATIONS LTD.

By:		/s/ Stefano Pessina
		Name: Stefano Pessina
		Title: Director

By:		/s/ Ben Burman
		Name: Ben Burman
		Title: Director

ALLIANCE SANTÉ PARTICIPATIONS S.A.

By:		/s/ Simone Retter
		Name: Simone Retter
		Title: Président (Chairman)

By:		/s/ Stefano Pessina
		Name: Stefano Pessina
		Title: Administrateur (Director)

STEFANO PESSINA

By:		/s/ Stefano Pessina
		Name: Stefano Pessina

-- Confidential -- Situation Background: Saturn’s Initial Approach ▪ On September 23, 2024, Saturn submitted a letter outlining their “intention to make an offer to acquire” the entirety of Blazing Star for $13-14 per share ▪ The letter outlined Saturn’s very high level contemplated transaction / financing structure and proposed diligence process ▪ Since the initial letter, the Company and Centerview have held brief discussions with Saturn to clarify their proposal / letter and focus areas for diligence. Saturn emphasized their interest in the whole company ▪ Centerview noted to Saturn that the Board has not convened, nor commented on value, but we are willing to work through potential process logistics subject to Board approval ▪ Saturn has stated that they have done some outside-in work, along with some existing rd familiarity of certain businesses, but have not engaged 3 party advisors and have not yet had rd substantive conversations with their 3 party financing sources ▪ Saturn’s intention is to conduct a 45-day initial diligence process in order to be able to submit a revised proposal with more certainty around value and financing ▪ Today’s discussion will review the contours of Saturn’s proposal and diligence process, as well as an overview of Saturn and a proposed work plan / next steps 1

Appendix

-- Highly Confidential -- Centerview Disclaimer This presentation has been prepared by Centerview Partners LLC (“Centerview”) for use solely by the Board of Directors of Blazing Star in connection with its evaluation of a proposed transaction involving Blazing Star and for no other purpose. The information contained herein is based upon information supplied by or on behalf of Blazing Star and Saturn (“Defined term for other relevant party”) and publicly available information, and portions of the information contained herein may be based upon statements, estimates and forecasts provided by Blazing Star and Saturn. Centerview has relied upon the accuracy and completeness of the foregoing information, and has not assumed any responsibility for any independent verification of such information or for any independent evaluation or appraisal of any of the assets or liabilities (contingent or otherwise) of Blazing Star or any other entity, or concerning the solvency or fair value of Blazing Star or any other entity. With respect to financial forecasts Centerview has assumed that such forecasts have been reasonably prepared on bases reflecting the best currently available estimates and judgments of the management of Blazing Star as to the future financial performance of Blazing Star, and at your direction Centerview has relied upon such forecasts, as provided by Blazing Star’s management, with respect to Blazing Star. Centerview assumes no responsibility for and expresses no view as to such forecasts or the assumptions on which they are based. The information set forth herein is based upon economic, monetary, market and other conditions as in effect on, and the information made available to us as of, the date hereof, unless indicated otherwise and Centerview assumes no obligation to update or otherwise revise these materials. The financial analysis in this presentation is complex and is not necessarily susceptible to a partial analysis or summary description. In performing this financial analysis, Centerview has considered the results of its analysis as a whole and did not necessarily attribute a particular weight to any particular portion of the analysis considered. Furthermore, selecting any portion of Centerview’s analysis, without considering the analysis as a whole, would create an incomplete view of the process underlying its financial analysis. Centerview may have deemed various assumptions more or less probable than other assumptions, so the reference ranges resulting from any particular portion of the analysis described above should not be taken to be Centerview’s view of the actual value of Blazing Star. These materials and the information contained herein are confidential, were not prepared with a view toward public disclosure, and may not be disclosed publicly or made available to third parties without the prior written consent of Centerview. These materials and any other advice, written or oral, rendered by Centerview are intended solely for the benefit and use of the Board of Directors of Blazing Star (in its capacity as such) in its consideration of the proposed transaction, and are not for the benefit of, and do not convey any rights or remedies for any holder of securities of Blazing Star or any other person. Centerview will not be responsible for and has not provided any tax, accounting, actuarial, legal or other specialist advice. These materials are not intended to provide the sole basis for evaluating the proposed transaction, and this presentation does not represent a fairness opinion, recommendation, valuation or opinion of any kind, and is necessarily incomplete and should be viewed solely in conjunction with the oral presentation provided by Centerview. 1

-- Highly Confidential -- Today’s Agenda ▪ Today’s presentation focuses on valuation related analyses Centerview believes are most applicable to Blazing Star given its unique characteristics: – Future Stock Price: What could Blazing Star’s stock trade at based on management’s plan and how that future value translates to today when time and risk-adjusted – DCF: What is the discounted cash flow value of the Company based on the plan – SOTP: We have conducted a preliminary sum-of-the-parts analysis that attempts to value each piece of the business individually ▪ These analyses treat the 3-year plan (which we have reviewed with management) as the “management case”. We will update our work to reflect any changes to the plan or sensitivities, recognizing the Board intends to review the 3YP today – Analysis assumes VillageMD remains part of Blazing Star in its current form consistent with management’s 3-year plan ▪ Saturn: Following an update on Saturn’s progress to date, we analyze returns in a “take private” of Blazing Star based on Saturn’s stated capital structure and Blazing Star’s projections 2

-- Highly Confidential -- Executive Summary ▪ Management’s 3-year plan (“3YP”) – 3YP vs. sell-side consensus is consistent until 2027E, when 3YP positively diverges – Several adjustments below the AOI line help explain why dividend coverage is challenged and leverage levels remain elevated through 2027E ▪ Preliminary Valuation Perspectives – Analyst Methodology: More than a dozen sell-side firms provide research with price targets averaging $10 to $11 – notably, none rely on a sum-of-the-parts analysis – FSP: Future stock price utilizing management’s 3YP yields 2027E stock prices of $14 - $17, which when discounted by 11% cost of equity shows present values of $10 - $13 per share – DCF: Discounted cash flow analysis uses management’s 3YP through 2027E and then extrapolations to 2029E – it yields a present value range of $9.25 - $18 per share – SOTP: A sum-of-the parts analysis is challenging due to U.S. Retail’s uniqueness in the public market, and also does not take into account the tax, friction costs or balance sheet impact that would be incurred in an actual separation of the Company • At a range of multiples for U.S. Retail, International, Shields, and U.S. Healthcare (ex. Shields), the SOTP analysis yields values in-line with the DCF analysis 3

-- Highly Confidential -- Executive Summary (Cont’d) ▪ Saturn Update, LBO Analysis and Process – Diligence Update: Saturn has done substantial work with a significant team and is utilizing prior analysis done for Blazing Star by BCG – Saturn has not yet engaged outside experts – LBO Returns Analysis: Based on Saturn’s proposed third-party financing structure and $13 - $14 per share offer price, a Blazing Star LBO analysis implies an IRR of ~25% at a 6.0x exit multiple – Equity Need: Preliminary analysis shows the amount of equity necessary for a Saturn transaction may be greater than Saturn proposed • Centerview suggests allowing Saturn to complete more work before challenging Saturn’s financing assumptions – Other Competitive Interest: The potential for competitive interest is unknown but not expected to be high, especially given the relative lack of serious inbound interest – Path Forward: Centerview’s advice is to see if Saturn ultimately manifests serious interest before exploring potential interest from other buyers 4

Appendix

Exhibit (c)(3) Project Blazing Star Board of Directors Discussion Materials December 4, 2024 [***] indicates information has been omitted on the basis of a confidential treatment request pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. This information has been filed separately with the Securities and Exchange Commission.

-- Highly Confidential -- Centerview Disclaimer This presentation has been prepared by Centerview Partners LLC (“Centerview”) for use solely by the Board of Directors of Blazing Star in connection with its evaluation of a proposed transaction involving Blazing Star and for no other purpose. The information contained herein is based upon information supplied by or on behalf of Blazing Star and Saturn (“Defined term for other relevant party”) and publicly available information, and portions of the information contained herein may be based upon statements, estimates and forecasts provided by Blazing Star and Saturn. Centerview has relied upon the accuracy and completeness of the foregoing information, and has not assumed any responsibility for any independent verification of such information or for any independent evaluation or appraisal of any of the assets or liabilities (contingent or otherwise) of Blazing Star or any other entity, or concerning the solvency or fair value of Blazing Star or any other entity. With respect to financial forecasts Centerview has assumed that such forecasts have been reasonably prepared on bases reflecting the best currently available estimates and judgments of the management of Blazing Star as to the future financial performance of Blazing Star, and at your direction Centerview has relied uponsuch forecasts, as provided by Blazing Star’s management, with respect to Blazing Star. Centerview assumes no responsibility for and expresses no view as to such forecasts or the assumptions on which they are based. The information set forth herein is based upon economic, monetary, market and other conditions asineffect on, and the information made available to us as of, the date hereof, unless indicated otherwise and Centerview assumes no obligation to update or otherwise revise these materials. The financial analysis in this presentation is complex and is not necessarily susceptible to a partial analysis or summary description. In performing this financial analysis, Centerview has considered the results of its analysis as a whole and did not necessarily attribute a particular weight to any particular portion of the analysis considered. Furthermore, selecting any portion of Centerview’s analysis, without considering the analysis as a whole, would create an incomplete view of the process underlying its financial analysis. Centerview may have deemed various assumptions more or less probable than other assumptions, so the reference ranges resulting from any particular portion of the analysis described above should not be taken to be Centerview’s view of the actual value of Blazing Star. These materials and the information contained herein are confidential, were not prepared with a view toward public disclosure, and may not be disclosed publicly or made available to third parties without the prior written consent of Centerview. These materials and any other advice, written or oral, rendered by Centerview are intended solely for the benefit and use of the Board of Directors of Blazing Star (in its capacity as such) in its consideration of the proposed transaction, and are not for the benefit of, and do not convey any rights or remedies for any holder of securities of Blazing Star or any other person. Centerview will not be responsible for and has not provided any tax, accounting, actuarial, legal or other specialist advice. These materials are not intended to provide the sole basis for evaluating the proposed transaction, and this presentation does not represent a fairness opinion, recommendation, valuation or opinion of any kind, and is necessarily incomplete and should be viewed solely in conjunction with the oral presentation provided by Centerview. 1

-- Highly Confidential -- Executive Summary § Saturn continues to expend significant time and resources towards their diligence effort – Have held over 35 calls with management spanning 50+ hours to expedite their diligence process – Saturn claims to now be at $1mm/week run-rate on expenses § Preferred equity lenders are conducting diligence with several being admitted to the VDR and joining management calls rd § Saturn’s 3 party advisors are actively engaged in their functional and confirmatory diligence workstreams – PwC: Quality of Earnings, Accounting and Tax – Davis Polk: Legal – Bass Berry: Regulatory – BCG: Outside-In Market Studies 2

Appendix

-- Highly Confidential -- Latest View of Saturn’s Sources and Uses Reflects Saturn’s stated expected equity funding sources and general structure of the $12.3bn of debt financing outlined in commitment letters received on November 27 Illustrative WholeCo Transaction Value & Consideration, Sources and Uses Indicative Price per Share $13.50 % Premium to Current 35% Offer Equity Value $11,668 (1) (-) Cash (3,125) Transaction Value (+) Debt 9,564 & Consideration Total Funded Value $18,107 (2) Total Implied Enterprise Value $22,542 EV / FY'25 EBITDA 6.7x ABL $4,000 Secured TLB 4,000 Secured Notes 3,300 Unsecured Notes 1,000 Sources Preferred Equity 3,000 Existing Shareholder Roll (Mid-Point of Saturn’s Range) 1,500 New Sponsor Equity (Saturn & LPs) 2,694 Total Sources $19,494 Funded Value $18,107 Minimum Cash 1,000 Uses (3) Prepayment Penalties & Fees 387 Total Uses $19,494 Source: Blazing Star management and FactSet as of December 2, 2024. Note: Dollars in millions except for per share figures and unless otherwise stated. Reflects Blazing Star at illustrative $10.00 “current” share price. (1) Cash balance reflects assumption that WBA would suspend dividend following announcement at CYE 2024 resulting in $432mm (half of annual dividend spend) of 13 incremental cash vs. management plan. (2) Includes equity investments, finance leases, opioid liability and dark rent liability. (3) Assumes transaction costs of 1% of purchase enterprise value and financing fees that include OID of 99.75% on ABL, 99.5% on Secured Term Loan B and 1% fees on the Secured Notes and Unsecured Notes, respectively. Financing fees also include $133mm breakage fee on existing debt per Blazing Star management.

Exhibit (c)(4) Project Blazing Star Transaction Committee Discussion December 11, 2024 [***] indicates information has been omitted on the basis of a confidential treatment request pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. This information has been filed separately with the Securities and Exchange Commission.

Exhibit (c)(5) Project Blazing Star Transaction Committee Discussion December 18, 2024 [***] indicates information has been omitted on the basis of a confidential treatment request pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. This information has been filed separately with the Securities and Exchange Commission.

-- Highly Confidential -- Centerview Disclaimer This presentation has been prepared by Centerview Partners LLC (“Centerview”) for use solely by the Board of Directors of Blazing Star in connection with its evaluation of a proposed transaction involving Blazing Star and for no other purpose. The information contained herein is based upon information supplied by or on behalf of Blazing Star and Saturn (“Defined term for other relevant party”) and publicly available information, and portions of the information contained herein may be based upon statements, estimates and forecasts provided by Blazing Star and Saturn. Centerview has relied upon the accuracy and completeness of the foregoing information, and has not assumed any responsibility for any independent verification of such information or for any independent evaluation or appraisal of any of the assets or liabilities (contingent or otherwise) of Blazing Star or any other entity, or concerning the solvency or fair value of Blazing Star or any other entity. With respect to financial forecasts Centerview has assumed that such forecasts have been reasonably prepared on bases reflecting the best currently available estimates and judgments of the management of Blazing Star as to the future financial performance of Blazing Star, and at your direction Centerview has relied uponsuch forecasts, as provided by Blazing Star’s management, with respect to Blazing Star. Centerview assumes no responsibility for and expresses no view as to such forecasts or the assumptions on which they are based. The information set forth herein is based upon economic, monetary, market and other conditions asineffect on, and the information made available to us as of, the date hereof, unless indicated otherwise and Centerview assumes no obligation to update or otherwise revise these materials. The financial analysis in this presentation is complex and is not necessarily susceptible to a partial analysis or summary description. In performing this financial analysis, Centerview has considered the results of its analysis as a whole and did not necessarily attribute a particular weight to any particular portion of the analysis considered. Furthermore, selecting any portion of Centerview’s analysis, without considering the analysis as a whole, would create an incomplete view of the process underlying its financial analysis. Centerview may have deemed various assumptions more or less probable than other assumptions, so the reference ranges resulting from any particular portion of the analysis described above should not be taken to be Centerview’s view of the actual value of Blazing Star. These materials and the information contained herein are confidential, were not prepared with a view toward public disclosure, and may not be disclosed publicly or made available to third parties without the prior written consent of Centerview. These materials and any other advice, written or oral, rendered by Centerview are intended solely for the benefit and use of the Board of Directors of Blazing Star (in its capacity as such) in its consideration of the proposed transaction, and are not for the benefit of, and do not convey any rights or remedies for any holder of securities of Blazing Star or any other person. Centerview will not be responsible for and has not provided any tax, accounting, actuarial, legal or other specialist advice. These materials are not intended to provide the sole basis for evaluating the proposed transaction, and this presentation does not represent a fairness opinion, recommendation, valuation or opinion of any kind, and is necessarily incomplete and should be viewed solely in conjunction with the oral presentation provided by Centerview. 1

-- Highly Confidential -- th Follow-Up from Committee Meeting on December 11 th § Since the WSJ story on December 10 neither the Company nor Centerview has received any credible expression of potential interest in Blazing Star as a whole. There have been a few indications of potential interest in select businesses, mostly in US Healthcare § Since the leak, Blazing Star’s stock price has traded somewhat off its peak to where it is roughly at a 15% premium from the “unaffected” price, $8.85 close on 12/9/24 § A go-shop provision would allow Blazing Star to retain the benefit of a signed agreement while proactively exploring competitive interest with a lower break-up fee and the ability to extend timing if credible interest is found § Ongoing effort to bolster 3YP and articulate additional upside opportunities to counter any diligence deducts Saturn may push 2

-- Highly Confidential -- th Follow-Up from Committee Meeting on December 11 (cont.) § A question was raised as to what Saturn might do with Blazing Star in a private setting that could not be done in a public context. Based on Blazing Star research commentary and direct dialogue with Saturn, a few relevant themes emerged: – Retain and recruit top talent by allowing more material participation in equity upside fueled by higher leverage – Benefit from faster decision-making with a leaner corporate structure – Avoid the need to manage quarterly expectations – Be more open to decisions that might have materially negative impact on near- term earnings and/or earnings continuity – Take advantage of Saturn’s deep retail expertise § Review of key merger agreement terms 3

-- Highly Confidential -- Overview of “Go-Shop” § A “go-shop” period allows the Board of Blazing Star to proactively seek out competing offers for a defined period of time, while retaining the benefit of a signed agreement with Saturn § Saturn’s offer price would act as a floor and any new acquiror would have to exceed that price § To compensate Saturn for any risk that they are “topped” and the work they put in to reach a signed agreement, any new acquiror would also have to pay Saturn a break fee – In completed deals during the last five years with an enterprise value of at least $5 billion th involving a financial sponsor buyer, the average company termination fee was 2.97% (25 th percentile was 2.83% and 75 percentile was 3.28%) – Break fee often lower during the go-shop window (typically ~1/2) and then reverts to the “normal” level § For recent $5bn+ TEV take-private transactions with a go-shop, the length of the go-shop (1) period was between 25 to 60 days after signing, with the majority being ~45 days in length 6 (1) Reflects precedent U.S. LBO transactions with implied TEV >$5bn across industries since 2019. N=31.

Exhibit (c)(6) Project Blazing Star Board of Directors Discussion December 23, 2024 [***] indicates information has been omitted on the basis of a confidential treatment request pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. This information has been filed separately with the Securities and Exchange Commission.

-- Highly Confidential -- Centerview Disclaimer This presentation has been prepared by Centerview Partners LLC (“Centerview”) for use solely by the Board of Directors of Blazing Star in connection with its evaluation of a proposed transaction involving Blazing Star and for no other purpose. The information contained herein is based upon information supplied by or on behalf of Blazing Star and Saturn (“Defined term for other relevant party”) and publicly available information, and portions of the information contained herein may be based upon statements, estimates and forecasts provided by Blazing Star and Saturn. Centerview has relied upon the accuracy and completeness of the foregoing information, and has not assumed any responsibility for any independent verification of such information or for any independent evaluation or appraisal of any of the assets or liabilities (contingent or otherwise) of Blazing Star or any other entity, or concerning the solvency or fair value of Blazing Star or any other entity. With respect to financial forecasts Centerview has assumed that such forecasts have been reasonably prepared on bases reflecting the best currently available estimates and judgments of the management of Blazing Star as to the future financial performance of Blazing Star, and at your direction Centerview has relied uponsuch forecasts, as provided by Blazing Star’s management, with respect to Blazing Star. Centerview assumes no responsibility for and expresses no view as to such forecasts or the assumptions on which they are based. The information set forth herein is based upon economic, monetary, market and other conditions asineffect on, and the information made available to us as of, the date hereof, unless indicated otherwise and Centerview assumes no obligation to update or otherwise revise these materials. The financial analysis in this presentation is complex and is not necessarily susceptible to a partial analysis or summary description. In performing this financial analysis, Centerview has considered the results of its analysis as a whole and did not necessarily attribute a particular weight to any particular portion of the analysis considered. Furthermore, selecting any portion of Centerview’s analysis, without considering the analysis as a whole, would create an incomplete view of the process underlying its financial analysis. Centerview may have deemed various assumptions more or less probable than other assumptions, so the reference ranges resulting from any particular portion of the analysis described above should not be taken to be Centerview’s view of the actual value of Blazing Star. These materials and the information contained herein are confidential, were not prepared with a view toward public disclosure, and may not be disclosed publicly or made available to third parties without the prior written consent of Centerview. These materials and any other advice, written or oral, rendered by Centerview are intended solely for the benefit and use of the Board of Directors of Blazing Star (in its capacity as such) in its consideration of the proposed transaction, and are not for the benefit of, and do not convey any rights or remedies for any holder of securities of Blazing Star or any other person. Centerview will not be responsible for and has not provided any tax, accounting, actuarial, legal or other specialist advice. These materials are not intended to provide the sole basis for evaluating the proposed transaction, and this presentation does not represent a fairness opinion, recommendation, valuation or opinion of any kind, and is necessarily incomplete and should be viewed solely in conjunction with the oral presentation provided by Centerview. 1

[***] indicates information has been omitted on the basis of a confidential treatment request pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. This information has been filed separately with the Securities and Exchange Commission. -- Highly Confidential -- Executive Summary § Saturn continues to exhibit significant engagement and dedication of resources to the transaction; diligence has progressed meaningfully with Saturn being close to completing a critical mass of their material business diligence – We will discuss later in the presentation some of Saturn’s preliminary diligence findings th § Saturn shared draft commitment papers from four lenders (JPM, BofA, WF, UBS) on November 27 for ~$12.3bn of funded debt and $15.1bn of total debt (inclusive of unfunded revolvers), as well as a “seriously [***] th interested” letter from on December 20 for $3.0bn of preferred equity – Saturn has expanded the group of lenders in discussions to include an additional five banks (GS, Citi, DB, Mizuho, Jefferies) and nine additional specialized lenders (US Retail Financing, Preferred Equity Financing) th § Since the WSJ story on December 10 , neither the Company nor Centerview have received any credible expression of potential interest in Blazing Star as a whole. There have been a few indications of potential interest in select businesses, mostly in US Healthcare § Since the leak, Blazing Star’s stock price has traded off its peak to an ~8% premium from the “unaffected” price th ($8.85 as of the close on December 9 ) – Research analysts have noted the difficulty of completing such a transaction, which has tempered the stock reaction § We expect to receive an updated bid subject to only confirmatory diligence and contract negotiation the week th of January 6 and will assess that proposal in the context of the Company’s financial plan and diligence findings – We expect in conjunction with the next bid to receive a detailed review of the proposed financing structure and likely lenders § Saturn has stated its intention to be in position to sign a binding agreement by the end of January, subject, of course, to the Board’s approval 2

-- Highly Confidential -- Update on Saturn Diligence to Date § Saturn has continued to demonstrate a seriousness of intent, dedicated substantial internal resources as well as expended significant funds on outside experts, especially BCG, PWC and Overview of Davis Polk Saturn § Saturn has completed a substantial portion of its business diligence, and has spent two weeks on Engagement focused in-person diligence working sessions with significant access to Blazing Star’s management Diligence Discussions Key Files & Priority Held to Date Information Shared Outstanding Items § Company transaction expenses ü 3YP detail including cash flow 41 meetings (~55 hours) and anticipated closing liabilities ü Store database USRP + (Extensive deep dives on § PBM receivables follow ups ü BCG market reports Corporate retail, pharmacy and 3YP) ü Specialty detail § Real Estate requests § Private brand performance ü Executive management reports 26 meetings (~50 hours) ü 3YP detail by business Boots / § Store employee trends (Store Visit, Boots and Rest of ü Profitability by store International § Pharmacist expense, vacancy rates International Overviews, 3YP) ü Sales by category breakdown and staffing levels ü 2024 process materials§ Key major diligence items to date 5 meetings (~12 hours) have been answered ü Detailed site-by-site model (SHS Overview, Shields ü Renewals deep dive SHS Deep Dive w/ mgmt.) ü Customer contracts ü BoD materials, LTM financial data§ Summit store data base USHC ü Voiceover on potential outcomes 12 meetings (~18 hours) § Detail on Summit / CityMD Incl. VMD / (Business & Process Overview) ü Forbearance agreements CY24-25 EBITDA bridge CityMD / Summit ü Sales process materials / updates 3

[***] indicates information has been omitted on the basis of a confidential treatment request pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. This information has been filed separately with the Securities and Exchange Commission. -- Highly Confidential -- Diligence Findings – 3YP Upside and Challenges Impact to Annual Impact on Description Sources & Uses Ongoing CF [***] [***] § Reached a verbal agreement on the re-negotiation resulting in [***] Contract [***] [***] Negotiation [***] Contract § [***] [***] [***] Negotiation [***] § Incremental net working capital benefit resulting from in-flight initiatives around [***] [***] [***] NWC Benefit § Pursuit of VMD structural alternatives mitigates ~$400mm VMD cash burn Mitigation of (1) +~$400 – budgeted within 3YP (excluding impact of txn / bankruptcy fees) VMD Downside (total) § Potential equity upside of ~$140mm resulting from BrightSpring stock price BrightSpring Equity (2) +~$140 – appreciation (currently ~$17 per share vs. $11 per share in 3YP) Monetization Reduction in Planned § Alix Partners’ store closure assumptions driven by market-based model vs. +~$200 – Store Closure Costs historical averages in 3YP reduce Non-GAAP expenses (total FY26-FY27 impact) Specialty Pharmacy § Multiple upside levers including optimized cost to fill labor model, payer growth – +~$100 [***] Improvements opportunity and synergies with Shields [***] § Historical quarter-end cash balances vs. intra-quarter due to [***] [***] [***] NWC Shortfall ongoing improvement in trend [***] [***] narrowing to $ and further offset by upside initiatives § Blazing Star has 19mm-26mm incremental dilutive shares from RSUs and PSUs that (3) Updated Share Count $(250) - $(350) – were disclosed in Preliminary Proxy on 12/2/2024 (incremental to 864mm BSO) Everly § Everly settlement payment within 3YP is $79mm (initial arbitration cap) vs. $0 - $(810) – Settlement current outstanding arbitration award for ~$890mm [***] [***] Potential Tax § of potential tax liability exposure, [***] [***] Settlement (Blazing Star believes it has a strong case to resolve at $0) § $80-90mm / year capital lease principal payment excl. from 3YP cash flows Capital Lease Expense – $(80) - $(90) (although $30mm of $90mm relates to VMD) Source: Company Filings, Dollars in millions. Impact assumptions based on discussions with Saturn and management. 4 (1) Assumption reflects cash burn in forecast but does not reflect any proceeds or offsetting professional / bankruptcy fees. (2) Approximate estimate based on closing BrightSpring stock price of $17.27 on December 20, 2024. (3) Reflects impact of incremental shares at $13.50 per share. Downside to 3YP Upside to 3YP

-- Highly Confidential -- Saturn Ability to Pay Analysis Assumes Saturn Underwrites 100% of Management’s Financial Plan Illustrative Offer Price Per Share 5yr IRR and Cash-on-Cash Returns; Assumes 6.0x EBITDA Exit Multiple and Current Capitalization $12.50 $13.00 $13.50 $14.00 IRR 32% 29% 25% 23% Mgmt. 3YP With Current Cash-on-Cash Returns 4.1x 3.5x 3.1x 2.8x Capitalization Required Total Equity Check $2.8 $3.3 $3.7 $4.1 IRR 28% 25% 22% 20% Mgmt. 3YP With $500mm NWC Cash Cash-on-Cash Returns 3.5x 3.1x 2.7x 2.5x Shortfall Required Total Equity Check $3.3 $3.8 $4.2 $4.6 Mgmt. 3YP With IRR 25% 22% 20% 18% $500mm NWC Cash Cash-on-Cash Returns 3.0x 2.7x 2.5x 2.3x Shortfall + $500mm Everly Settlement Required Total Equity Check $3.8 $4.3 $4.7 $5.1 Commentary § Current capitalization reflects outstanding net debt and assumes $1.4bn of cash from sale of BrightSpring and Cencora equity stakes § Potential cash needed to fund liabilities and/or any NWC shortfall has a 1:1 impact on required equity check, assuming debt and preferred quanta are fixed (i.e. Saturn has maximized available financing) § Similarly, each additional $1 per share in offer price requires $889mm in incremental equity (assuming debt and preferred are fixed) § IRRs and cash returns reflect 100% achievement of Blazing Star’s 3YP 7 Source: Blazing Star management and Saturn. Note: Dollars in billions unless otherwise stated.

-- Highly Confidential -- Overview of “Go-Shop” Combination of WSJ story and a “go shop” help maximize the potential for a competitive process § As we have previously discussed, in situations like this, the Company can choose to do a pre-signing market check or one post-signing (a so-called “go shop” provision) th § The December 10 leak has in effect allowed for a type of market check – with no strategic or financial buyer reaching out to the Company or Centerview with respect to interest in the WholeCo § Centerview and K&E have recommended, and the transaction committee has agreed, that under the circumstances, including the leak, the value can be validated via entertaining pre-signing inbounds resulting from the leak and a post-signing go-shop § A “go-shop” period allows the Board of Blazing Star to proactively seek out competing offers for a defined period of time, while retaining the benefit of a signed agreement with Saturn § Saturn’s offer price would act as a floor and any new acquiror would have to exceed that price § Saturn would have customary matching rights in connection with a higher third-party bid post-signing § To compensate Saturn for any risk that they are “topped” and the work they put in to reach a signed agreement, any new acquiror would have to pay Saturn a break fee th th (1) – The avg. company termination fee was 3.0% (25 percentile was 2.8% and 75 percentile was 3.3%) – Break fee often lower during the go-shop window (typically ~1/2) and then reverts to the normal level § For recent $5bn+ TEV take-private transactions with a go-shop, the length of the go-shop period was between (2) 25 to 60 days after signing, with the majority being ~45 days in length § Importantly, the go-shop period runs concurrently with Saturn’s required regulatory / SEC approvals and financing process, thus the timing to close is not impacted unless a competing bid emerges 10 (1) In completed deals during the last five years with an enterprise value of at least $5 billion involving a financial sponsor buyer. (2) Reflects precedent U.S. LBO transactions with implied TEV >$5bn across industries since 2019. N=31.

-- Highly Confidential -- Framework for Evaluating a Revised Saturn Proposal § To evaluate Saturn’s initial proposal, Centerview considered two key analyses during the th October 27 Board meeting: – Future Share Price Analysis – Discounted Cash Flow (including sensitivity analyses) § As the Company has progressed through diligence with Saturn, a number of upsides and downsides have been identified relative to both the Sources & Uses and 3YP that will impact our analysis – Centerview continues to articulate to Saturn upside opportunities across the business segments in an ongoing effort to further support the capital structure and 3YP, and counter any diligence deducts Saturn may push § Centerview intends to provide an updated valuation analysis for the Board taking into consideration these findings, upon receipt of a revised offer § Pages that follow review the previously shared valuation analysis 11

Appendix

-- Highly Confidential -- Centerview Disclaimer This presentation has been prepared by Centerview Partners LLC(“Centerview”) for use solely by the Board of Directors of Blazing Star in connection with its evaluation of a proposed transaction involving Blazing Star and for no other purpose. The information contained herein is based upon information supplied by or on behalf of Blazing Star and Saturn(“Defined term for other relevantparty”) and publicly available information, and portions of the information contained herein may be based upon statements, estimates and forecasts provided by Blazing Star and Saturn. Centerview has relied upon the accuracy and completeness of the foregoing information, and has not assumed any responsibility for any independent verification of such information or for any independent evaluation or appraisal of any of the assets or liabilities (contingent or otherwise) of Blazing Star or any other entity, or concerning the solvency or fair value of Blazing Star or any other entity. With respect to financial forecasts Centerview has assumed that such forecasts have been reasonably prepared on bases reflecting the best currently available estimates and judgments of the management of Blazing Star as to the future financial performance of Blazing Star, and at your direction Centerview has relied upon such forecasts, as provided by BlazingStar’s management, with respect to Blazing Star. Centerview assumes no responsibility for and expresses no view as to such forecasts or the assumptions on which they are based. The information set forth herein is based upon economic, monetary, market and other conditions as in effect on, and the information made available to us as of, the date hereof, unless indicated otherwise and Centerview assumes no obligation to update or otherwise revise these materials. The financial analysis in this presentation is complex and is not necessarily susceptible to a partial analysis or summary description. In performing this financial analysis, Centerview has considered the results of its analysis as a whole and did not necessarily attribute a particular weight to any particular portion of the analysis considered. Furthermore, selecting any portion ofCenterview’s analysis, without considering the analysis as a whole, would create an incomplete view of the process underlying its financial analysis. Centerview may have deemed various assumptions more or less probable than other assumptions, so the reference ranges resulting from any particular portion of the analysis described above should not be taken to beCenterview’s view of the actual value of Blazing Star. These materials and the information contained herein are confidential, were not prepared with a view toward public disclosure, and may not be disclosed publicly or made available to third parties without the prior written consent of Centerview. These materials and any other advice, written or oral, rendered by Centerview are intended solely for the benefit and use of the Board of Directors of Blazing Star (in its capacity as such) in its consideration of the proposed transaction, and are not for the benefit of, and do not convey any rights or remedies for any holder of securities of Blazing Star or any other person. Centerview will not be responsible for and has not provided any tax, accounting, actuarial, legal or other specialist advice. These materials are not intended to provide the sole basis for evaluating the proposed transaction, and this presentation does not represent a fairness opinion, recommendation, valuation or opinion of any kind, and is necessarily incomplete and should be viewed solely in conjunction with the oral presentation provided by Centerview. 1

[***] indicates information has been omitted on the basis of a -- Highly Confidential -- confidential treatment request pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. This information has been filed separately with the Securities and Exchange Commission. Preliminary Illustrative Analysis at Various Prices Saturn’s Latest Verbal Saturn Face Upfront Cash Offer Value of Offer Unaffected Illustrative Share Price Range $8.85 $11.25 $11.50 $11.75 $12.00 $12.25 $12.50 $12.75 $13.00 $13.25 $13.50 $13.75 $14.00 Premium / (Discount) to Unaffected (12/9/24) Metric – 27% 30% 33% 36% 38% 41% 44% 47% 50% 53% 55% 58% Premium / (Discount) to Current (2/7/25) $10.12 (13%) 11% 14% 16% 19% 21% 24% 26% 28% 31% 33% 36% 38% Premium / (Discount) to Unaffected 90-day VWAP $9.37 (6%) 20% 23% 25% 28% 31% 33% 36% 39% 41% 44% 47% 49% Premium / (Discount) to Unaffected 30-day VWAP $8.95 (1%) 26% 28% 31% 34% 37% 40% 42% 45% 48% 51% 54% 56% # Diluted Shares Outstanding 889.2 889.2 889.2 889.2 889.2 889.2 889.2 889.2 889.2 889.2 889.2 889.2 889.2 Equity Value $7.9 $10.0 $10.2 $10.4 $10.7 $10.9 $11.1 $11.3 $11.6 $11.8 $12.0 $12.2 $12.4 (1) 15.3 15.3 15.3 15.3 15.3 15.3 15.3 15.3 15.3 15.3 15.3 15.3 15.3 (+) Net Debt and Debt-Like Items (2) (1.5) (1.5) (1.5) (1.5) (1.5) (1.5) (1.5) (1.5) (1.5) (1.5) (1.5) (1.5) (1.5) Equity Method Investments Implied Enterprise Value $21.6 $23.8 $24.0 $24.2 $24.4 $24.7 $24.9 $25.1 $25.3 $25.5 $25.8 $26.0 $26.2 (3) Memo: Mangagement Implied Multiples Adj. EBITDA EV / FY'25 Adj. EBITDA $3.4 6.3x 6.9x 7.0x 7.0x 7.1x 7.1x 7.2x 7.3x 7.3x 7.4x 7.5x 7.5x 7.6x EV / FY'26 Adj. EBITDA 3.7 5.9x 6.5x 6.5x 6.6x 6.6x 6.7x 6.8x 6.8x 6.9x 6.9x 7.0x 7.1x 7.1x (4) Adj. EPS FY'25 P / E $1.73 5.1x 6.5x 6.6x 6.8x 6.9x 7.1x 7.2x 7.4x 7.5x 7.7x 7.8x 7.9x 8.1x FY'26 P / E $1.61 5.5x 7.0x 7.1x 7.3x 7.5x 7.6x 7.8x 7.9x 8.1x 8.2x 8.4x 8.5x 8.7x Source: Blazing Star management and FactSet as of February 7, 2025. Note: Dollars in billions except for per share figures and unless otherwise stated. (1) Figure includes $6,523mm net debt reflecting cash pro forma for early settlement of 2026 Cencora VPFs, mitigated NWC, $980mm capital leases, [***] $3,760mm opioid liability, $2,471mm dark rent, $374mm after-tax Everly settlement per management and $439mm pension liability. (2) Includes $599mm Cencora pro forma for early settlement of 2026 Cencora VPFs, $514mm BrightSpring and $415mm other investments. (3) Removes Cencora AOI contribution and pro-rata share of non-owned VillageMD Adj. EBITDA (~47%). Reflects separation of at FYE . (4) EPS figures updated for diluted share [***] [***] count of 889mm shares, separation of at FYE , interest savings from suspension of future dividend payments, net of tax, and incremental 2 [***] [***] interest expense, net of tax, from debt issuance to settle Everly litigation; assumes $450mm of settlement at FYE 2025, net of $79mm included in plan; interest rate reflects December Forecast and 3YP interest expense divided by expected outstanding debt.

-- Highly Confidential -- th Financial Analyses Discussed with Board on February 4 ▪ Analyst Price Targets: Sell-Side analyst 12-month forward price targets have a median of $11 (low of $7 and high of $15) - 12 of 14 analysts at $12 or lower ▪ Future Share Price: Yields present value of future share price of ~$9 to ~$12 per (1) share, assuming 6.0-7.5x NTM P/E (vs. unaffected of 5.1x) ▪ Discounted Cash Flow: Implies value of ~$9.75 to ~$18.00 per share, with two-thirds of value being driven by the terminal value and expectations for enduring stability in performance ▪ Sum-of-the-Parts: Implies value of ~$8 to ~$14 per share; uncertainties around USRP and VMD contribute to the width of the range ▪ Precedent Transaction Premiums: Premiums in comparably sized public company go-private transactions have a median of 30% and for companies with comparable financial characteristics (revenue and EBITDA growth), the premiums are ~20% 3 th Note: Valuation summary reflects valuation presented to the Blazing Star Board on February 4 , 2025. th (1) Based on unaffected share price of $8.85 as of December 9 , 2024; represents FY’25E P/E.

Exhibit (c)(9) Project Blazing Star Discussion Materials February 2025 [***] indicates information has been omitted on the basis of a confidential treatment request pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. This information has been filed separately with the Securities and Exchange Commission.

-- Highly Confidential -- Background on the ASVN § Saturn has proposed, in addition to a cash offer, an Asset Sale Value Note (“ASVN”) for any proceeds from sales of the VMD assets (legacy Village, CityMD, and Summit) – Sale proceeds, starting at the first dollar, to be split 70% to Blazing Star shareholders and 30% to Saturn – Total proceeds available to Blazing Star shareholders to share in is currently capped at $3.3bn (which is the current value of Blazing Star’s debt note) § Management has provided a 3-Year Plan (FY’25-’27) which shows the operational turnaround from $24mm EBITDA in FY’24 to $205mm in FY’27 § Management has also provided an upside case that results in EBITDA expanding to $365mm in FY’27 § To assess preliminary valuation of the ASVN, we consider: – 2027 monetization at multiples informed by precedent transactions and current public peer trading multiples, discounted back to today – Discounted Cash Flow at the time of sale – These implied values are discounted for the proposed 70% ownership split, as well as a haircut for risk, structure and illiquidity 1

Appendix and Supporting Analysis

[***] indicates information has been omitted on the basis of a confidential treatment request pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. This information has been filed separately with the Securities and Exchange Commission. -- Highly Confidential -- Selected Public Provider Trading Metrics Comparable Company Metrics (5) EV / '25E Enterprise '25E EBITDA '25E UFCF '24 - '26E CAGR Company EBITDA Value ($bn) Margin Conversion Revenue EBITDA LifeStance 27.7x $3.5 9% 59% +13% +24% Privia 25.8x 2.7 6% 86% +11% +20% Innovage 13.5x 0.5 4% 98% +11% +65% Providers Evolent 11.4x 1.9 7% 80% +2% +10% Teladoc 8.8x 2.8 13% 69% +0% +3% (1) Astrana 8.2x 2.5 8% 31% +15% +17% Providers Median 12.5x 7% 74% +11% +18% U.S. Physical Therapy 16.5x $1.5 13% 86% +8% +11% Option Care 13.3x 6.0 9% 71% +7% +6% Aveanna 12.9x 2.4 9% 67% +5% +7% (2) Addus 12.8x 2.3 12% 75% +4% +7% (3) Multi-Site BrightSpring 11.2x 6.1 5% 65% +15% +19% Encompass 11.1x 13.2 20% 54% +9% +8% Providers Concentra 10.5x 4.3 20% 81% +6% +9% (4) Surgery Partners 10.2x 5.8 17% 61% +9% +12% Enhabit 9.2x 0.9 10% 85% +4% +4% Multi-Site Providers Median 11.2x 12% 71% +7% +8% Total Peer 25th Percentile 10.3x 7% 63% +5% +7% Total Peer Median 11.4x 9% 71% +8% +10% Total Peer 75th Percentile 13.4x 13% 83% +11% +18% [***] (6) Memo: Summit / City ('27 Metrics) Source: FactSet and company filings as of February 10, 2025. Note: Dollars in billions unless otherwise stated. Reflects Calendar Year consensus estimates. Peers ordered by EV / ’25E EBITDA multiple. (1) Astrana figures are pro forma for announced acquisition of Prospect Health System. (2) Addus figures are pro forma for acquisition of Gentiva’s personal care 9 business. (3) BrightSpring figures are pro forma for announced divestiture of Community Living business. (4) Surgery Partners figures exclude NCI. As of unaffected date, January 27, 2025. (5) UFCF calculated as consensus FCF plus after-tax consensus interest expense; assumes 21% tax rate. (6) Reflects 2027 EBITDA margin, and 2027-2029 CAGRs. UFCF conversion reflects normalized assumptions for run-rate UFCF plus SBC.

-- Highly Confidential -- WACC Selected Public Companies Illustrative WACC Calculation 2Y Beta Market Debt-to Cost of Equity (1) (2) Company Cap ($bn) Debt ($bn) Equity Levered Unlevered (3) 4.8% Risk-Free Rate OptionCare 0.97 0.84 $5.3 $1.1 21% Lifestance 0.93 0.86 3.3 0.3 9% Unlevered Beta 0.83 Privia 0.99 0.99 3.1 – 0% Target Debt / Equity 35% Surgery Partners 1.85 1.03 2.7 2.5 92% Levered Beta 1.05 Teladoc 1.32 0.82 2.5 1.6 61% (4) 7.3% Equity Risk Premium Addus 0.83 0.74 2.1 0.4 16% (5) 1.2% Size Premium Astrana Health 1.20 0.83 1.9 1.2 64% US Physical Therapy 0.95 0.88 1.3 0.1 11% Cost of Equity 13.7% Evolent Health 0.44 0.29 1.2 0.6 52% Cost of Debt Aveanna 1.66 0.72 1.0 1.5 149% (6) InnovAge 1.31 1.12 0.5 0.1 16% 7.0% Pre-Tax Cost of Debt Enhabit 0.90 0.47 0.4 0.5 121% (7) 22.6% Tax Rate Total Median 0.98 0.83 37% After-Tax Cost of Debt 5.4% (9) Reference (8) BrightSpring 0.99 0.64 $4.1 $2.1 50% 11.5% WACC Concentra 0.50 0.36 2.9 1.5 52% Debt / Debt / Pre-Tax Unlevered Beta Equity Cap. Cost of Debt 0.730 0.830 0.930 WACC Sensitivity at Various Unlevered 20.0% 16.7% 7.0% 11.0% 11.7% 12.4% Beta and Capital 35.0% 25.9% 7.0% 10.8% 11.5% 12.2% Structures 50.0% 33.3% 7.0% 10.7% 11.4% 12.1% Source: Public filings, Bloomberg and FactSet as of February 10, 2025. Note: Peers ordered by market cap. Debt figures exclude operating lease liabilities. Astrana Health adjusted for Prospect Health acquisition, Addus for Gentiva’s personal care acquisition and BrightSpring for divestiture of Personal Care business. Surgery Partners market cap as of unaffected date, January 27, 2025. (1) For each company, reflects adj. weekly beta relative to local benchmark based on the last 2 years. (2) Unlevered beta equals Levered Beta / (1+ (1 – Tax Rate) * (Debt / Equity)). (3) Reflects 20-year U.S. Treasury rate. (4) Reflects long-horizon historical expected equity risk premium per Duff & Phelps 2024. (5) Represents size premium associated with companies with market cap between $1.4bn and $2.5bn, per 2024 Duff & Phelps. (6) Reflects ICE BofA US High Yield 12 Index Effective Yield. (7) Assumes 22.6% long-term tax rate based on Blazing Star FY’27 effective tax rate in 3-year plan. (8) WACC equals ((Debt / Capitalization) * (Cost of Debt * (1 – Tax Rate))) + (Equity / Capitalization) * Cost of Equity. (9) Do not have two years of data due to recent IPOs.

-- Highly Confidential -- Summary of Key Terms of Current Offer ▪ Saturn’s offer reflects $11.45 per share in cash, subject to the potential for a negative adjustment related to the Everly litigation, and up to $3 per share in proceeds from the Asset Sale Value Note (“ASVN”) – $11.45 per share in cash is subject to pre-signing adjustment, dollar for dollar, if Everly settlement is greater than $450mm – Management believes there is potential to find incremental value to mitigate the incremental cash cost of the settlement up to $650mm and avoid diminution of the $11.45 per share offer ▪ The ASVN provides Blazing Star shareholders with 70% of the proceeds from the future monetization of the VMD assets up to a $3.8bn cap – 70% of $3.8bn divided by Blazing Star’s diluted shares equates to $3.00 per share – Blazing Star shareholders do not share in any value above $3.8bn cap – Saturn receives the other 30% of the proceeds - aligning Saturn with Blazing Star shareholders to maximize proceeds – Asset sale process overseen by a committee comprised of Blazing Star Board member, SP appointee and Saturn appointee 1

[***] indicates information has been omitted on the basis of a -- Highly Confidential -- confidential treatment request pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. This information has been filed separately with the Securities and Exchange Commission. Preliminary Illustrative Analysis at Various Prices Every $100mm increase in the Everly settlement amount above $450mm Saturn’s Current Face Value of could lower the cash offer by ($0.11) per share Upfront Cash Saturn’s Current Offer Offer Unaffected Illustrative Share Price Range $8.85 $11.45 $12.45 $13.45 $14.45 Premium / (Discount) to Unaffected (12/9/24) Metric – 29% 41% 52% 63% Premium / (Discount) to Current (2/12/25) $9.47 (7%) 21% 31% 42% 53% Premium / (Discount) to Unaffected 90-day VWAP $9.37 (6%) 22% 33% 44% 54% Premium / (Discount) to Unaffected 30-day VWAP $8.95 (1%) 28% 39% 50% 61% # Diluted Shares Outstanding 889.2 889.2 889.2 889.2 889.2 Equity Value $7.9 $10.2 $11.1 $12.0 $12.8 (1) 15.3 15.3 15.3 15.3 15.3 (+) Net Debt and Debt-Like Items (2) (1.5) (1.5) (1.5) (1.5) (1.5) Equity Method Investments Implied Enterprise Value $21.6 $23.9 $24.8 $25.7 $26.6 (3) Memo: Mangagement Implied Multiples Adj. EBITDA EV / FY'25 Adj. EBITDA $3.4 6.3x 6.9x 7.2x 7.5x 7.7x EV / FY'26 Adj. EBITDA 3.7 5.8x 6.4x 6.6x 6.9x 7.1x (4) Adj. EPS FY'25 P / E $1.73 5.1x 6.6x 7.2x 7.8x 8.3x FY'26 P / E $1.61 5.5x 7.1x 7.7x 8.4x 9.0x Source: Blazing Star management and FactSet as of February 12, 2025. Note: Dollars in billions except for per share figures and unless otherwise stated. Pre-Illustrative Everly Settlement assumes base settlement of $450mm. (1) Figure includes $6,523mm net debt reflecting cash pro forma for early settlement of 2026 Cencora VPFs, mitigated NWC, $980mm capital leases, [***] $3,760mm opioid liability, $2,471mm dark rent, $374mm after-tax illustrative Everly settlement per management and $439mm pension liability. (2) Includes $599mm Cencora pro forma for early settlement of 2026 Cencora VPFs, $514mm BrightSpring and $415mm other investments. (3) Removes Cencora AOI contribution and pro-rata share of non-owned VillageMD Adj. EBITDA (~47%). Reflects separation of [***] at FYE [***] . (4) EPS figures updated for 2 diluted share count of 889mm shares, separation of [***] at FYE [***] interest savings from suspension of future dividend payments, net of tax, and incremental interest expense, net of tax, from debt issuance to settle Everly litigation; assumes $450mm illustrative settlement at FYE 2025, net of $79mm included in plan; interest rate reflects December Forecast and 3YP interest expense divided by expected outstanding debt.

-- Highly Confidential -- th Financial Analyses Discussed with Board on February 4 Analyses presented were preliminary and illustrative ▪ Analyst Price Targets: Sell-Side analyst 12-month forward price targets have a median of $11 (low of $7 and high of $15) - 12 of 14 analysts at $12 or lower ▪ Future Share Price: Yields present value of future share price of ~$9 to ~$12 per (1) share, assuming 6.0-7.5x NTM P/E (vs. unaffected of 5.1x) ▪ Discounted Cash Flow: Implies value of ~$9.75 to ~$18.00 per share, with two-thirds of value being driven by the terminal value and expectations for enduring stability in performance ▪ Sum-of-the-Parts: Implies value of ~$8 to ~$14 per share; uncertainties around USRP and VMD contribute to the width of the range ▪ Precedent Transaction Premiums: Premiums in comparably sized public company go-private transactions have a median of 30% and for companies with comparable financial characteristics (revenue and EBITDA growth), the premiums are ~20% 3 th Note: Valuation summary reflects valuation presented to the Blazing Star Board on February 4 , 2025. th (1) Based on unaffected share price of $8.85 as of December 9 , 2024; represents FY’25E P/E.

Appendix

[***] indicates information has been omitted on the basis of a -- Highly Confidential -- A City and Summit confidential treatment request pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. This information has been filed separately with the Securities and Exchange Commission. Selected Public Provider Trading Metrics Comparable Company Metrics (5) EV / '25E Enterprise '25E EBITDA '25E UFCF '24 - '26E CAGR Company EBITDA Value ($bn) Margin Conversion Revenue EBITDA LifeStance 27.7x $3.5 9% 59% +13% +24% Privia 25.8x 2.7 6% 86% +11% +20% Innovage 13.5x 0.5 4% 98% +11% +65% Providers Evolent 11.4x 1.9 7% 80% +2% +10% Teladoc 8.8x 2.8 13% 69% +0% +3% (1) Astrana 8.2x 2.5 8% 31% +15% +17% Providers Median 12.5x 7% 74% +11% +18% U.S. Physical Therapy 16.5x $1.5 13% 86% +8% +11% Option Care 13.3x 6.0 9% 71% +7% +6% Aveanna 12.9x 2.4 9% 67% +5% +7% (2) Addus 12.8x 2.3 12% 75% +4% +7% (3) Multi-Site BrightSpring 11.2x 6.1 5% 65% +15% +19% Providers Encompass 11.1x 13.2 20% 54% +9% +8% Concentra 10.5x 4.3 20% 81% +6% +9% (4) Surgery Partners 10.2x 5.8 17% 61% +9% +12% Enhabit 9.2x 0.9 10% 85% +4% +4% Multi-Site Providers Median 11.2x 12% 71% +7% +8% Total Peer 25th Percentile 10.3x 7% 63% +5% +7% Total Peer Median 11.4x 9% 71% +8% +10% Total Peer 75th Percentile 13.4x 13% 83% +11% +18% [***] (6) Memo: Summit / City ('27 Metrics) Source: FactSet and company filings as of February 10, 2025. Note: Dollars in billions unless otherwise stated. Reflects Calendar Year consensus estimates. Peers ordered by EV / ’25E EBITDA multiple. (1) Astrana figures are pro forma for announced acquisition of Prospect Health System. (2) Addus figures are pro forma for acquisition of Gentiva’s personal care 12 business. (3) BrightSpring figures are pro forma for announced divestiture of Community Living business. (4) Surgery Partners figures exclude NCI. As of unaffected date, January 27, 2025. (5) UFCF calculated as consensus FCF plus after-tax consensus interest expense; assumes 21% tax rate. (6) Reflects 2027 EBITDA margin, and 2027-2029 CAGRs. UFCF conversion reflects normalized assumptions for run-rate UFCF plus SBC.

-- Highly Confidential -- A City and Summit WACC Selected Public Companies Illustrative WACC Calculation 2Y Beta Market Debt-to Cost of Equity (1) (2) Company Cap ($bn) Debt ($bn) Equity Levered Unlevered (3) 4.8% Risk-Free Rate OptionCare 0.97 0.84 $5.3 $1.1 21% Lifestance 0.93 0.86 3.3 0.3 9% Unlevered Beta 0.83 Privia 0.99 0.99 3.1 – 0% Target Debt / Equity 35% Surgery Partners 1.85 1.03 2.7 2.5 92% Levered Beta 1.05 Teladoc 1.32 0.82 2.5 1.6 61% (4) 7.3% Equity Risk Premium Addus 0.83 0.74 2.1 0.4 16% (5) 1.2% Size Premium Astrana Health 1.20 0.83 1.9 1.2 64% US Physical Therapy 0.95 0.88 1.3 0.1 11% Cost of Equity 13.7% Evolent Health 0.44 0.29 1.2 0.6 52% Cost of Debt Aveanna 1.66 0.72 1.0 1.5 149% (6) InnovAge 1.31 1.12 0.5 0.1 16% 7.0% Pre-Tax Cost of Debt Enhabit 0.90 0.47 0.4 0.5 121% (7) 22.6% Tax Rate Total Median 0.98 0.83 37% After-Tax Cost of Debt 5.4% (9) Reference (8) BrightSpring 0.99 0.64 $4.1 $2.1 50% 11.5% WACC Concentra 0.50 0.36 2.9 1.5 52% Debt / Debt / Pre-Tax Unlevered Beta Equity Cap. Cost of Debt 0.730 0.830 0.930 WACC Sensitivity at Various Unlevered 20.0% 16.7% 7.0% 11.0% 11.7% 12.4% Beta and Capital 35.0% 25.9% 7.0% 10.8% 11.5% 12.2% Structures 50.0% 33.3% 7.0% 10.7% 11.4% 12.1% Source: Public filings, Bloomberg and FactSet as of February 10, 2025. Note: Peers ordered by market cap. Debt figures exclude operating lease liabilities. Astrana Health adjusted for Prospect Health acquisition, Addus for Gentiva’s personal care acquisition and BrightSpring for divestiture of Personal Care business. Surgery Partners market cap as of unaffected date, January 27, 2025. (1) For each company, reflects adj. weekly beta relative to local benchmark based on the last 2 years. (2) Unlevered beta equals Levered Beta / (1+ (1 – Tax Rate) * (Debt / Equity)). (3) Reflects 20-year U.S. Treasury rate. (4) Reflects long-horizon historical expected equity risk premium per Duff & Phelps 2024. (5) Represents size premium associated with companies with market cap between $1.4bn and $2.5bn, per 2024 Duff & Phelps. (6) Reflects ICE BofA US High Yield 15 Index Effective Yield. (7) Assumes 22.6% long-term tax rate based on Blazing Star FY’27 effective tax rate in 3-year plan. (8) WACC equals ((Debt / Capitalization) * (Cost of Debt * (1 – Tax Rate))) + (Equity / Capitalization) * Cost of Equity. (9) Do not have two years of data due to recent IPOs.

-- Highly Confidential -- B Blazing Star Valuation As presented on February 4, 2024 Premia Paid in Precedent Going Private Transactions Precedent US public company take privates greater than $5bn TEV across all industries since 2019 Precedent LBO 1-Day Share Price Premiums v. Unaffected Price (n = 34) 47% 30% 21% 19% 10th Percentile 25th Percentile Median 75th Percentile 2-Year Fwd. 0% 4% 9% 16% (1) Revenue Growth 2-Year Fwd. (1%) 6% 11% 19% (1) EBITDA Growth 20 Source: Wall Street research and FactSet. Note: Includes complete and pending transactions. Excludes premiums greater than 100% and special committee transactions where sponsor / management that already owned majority of company subsequently took it private. (1) Reflects forward estimates as of unaffected date.

[***] indicates information has been omitted on the basis of a confidential treatment request pursuant to Rule 24b-2 of the B Blazing Star Valuation As presented on February 4, 2024 Securities Exchange Act of 1934, as amended. This information has been filed separately with the Securities and Exchange Commission. Preliminary Discounted Cash Flow Analysis Unlevered Free Cash Flow Build Commentary Management Forecast (3YP) Extrapolations ▪ Reflects revised management Fiscal Year Ending August 31, Terminal plan from 2025E to 2027E Stub Q2-Q4'25 2026E 2027E 2028E 2029E Year with top-down extrapolation in 2028E and 2029E Revenue $114,589 $146,800 $152,841 $158,113 $163,584 $163,584 % Growth (4.7%) 4.1% 3.4% 3.5% ▪ Extrapolation reflects revenue Adj. EBITDA $2,680 $3,824 $4,175 $4,415 $4,647 $4,647 growth of 3% USRP, 4% [***] (-) NCI Attr. Adj. EBITDA (VMD) 15 (64) (96) (102) (105) (105) International, [***] Shields, Adj. EBITDA - NCI $2,694 $3,760 $4,079 $4,313 $4,543 $4,543 US HC ex. Shields and business margins held % Growth 1.5% 8.5% 5.7% 5.3% constant at 2027E levels % Margin 2.4% 2.6% 2.7% 2.7% 2.8% 2.8% (-) D&A (1,123) (1,508) (1,517) (1,572) (1,628) (1,243) ▪ Non-GAAP expenses reflect (-) SBC (158) (214) (227) (237) (249) (249) severance, acquisition-related (1) (-) Non-GAAP Cash Expenses - Other (306) (173) (148) (73) (61) (43) impacts and consulting / legal fees tapering down in EBIT $1,108 $1,865 $2,187 $2,431 $2,605 $3,008 (2) extrapolation period (-) Taxes (187) (352) (494) (550) (589) (680) NOPAT $920 $1,513 $1,692 $1,881 $2,016 $2,328 ▪ NWC lower in extrapolation (+) D&A 1,123 1,508 1,517 1,572 1,628 1,243 period as one-time initiatives (-) Capital Expenditures (900) (1,141) (1,208) (1,227) (1,243) (1,243) from store closures cease after 2027E Δ in NWC 1,328 486 200 62 62 – (+) Cencora Monetization 307 654 – – – – [***] ▪ Assumes is (-) Cencora AOI Net of Dividends (162) (7) – – – – [***] [***] separated in FY’ for (-) After-Tax Non-Dark Right-of-Use Lease Assets (35) (33) (18) – – – [***] [***] and of (-) After-Tax Legal Settlements (excl. Opioids and Everly) (196) (20) (19) – – – incremental costs [***] ▪ DCF removes 47% of (-) UK Pension Contribution (39) (437) – – – – EBITDA and cash flow items (-) Adj. Attr. To Non-Owned Portion of VMD 153 53 79 79 89 89 attributable to other owners [***] of consolidated VMD in Q2- (+) Other (1) (165) (112) – – – Q4’25 and Summit and (3) Unlevered FCF $2,440 $2,261 $1,902 $2,367 $2,553 $2,417 CityMD in 2026E+ Source: Blazing Star management. Note: Dollars in millions unless otherwise stated. 21 (1) Includes Legal, Severance, Consultant, Transformational Cost Management, Acquisition, Impairment and Other costs. (2) FY’25 – FY’27 tax rates based on three-year plan effective tax rates (16.9%, 18.9% and 22.6%) and 22.6% thereafter. (3) Unlevered FCF differs from management presentation primarily due to exclusion of Opioids, Dark Rent and inclusion of proceeds from Cencora.

-- Highly Confidential -- B Blazing Star Valuation As presented on February 4, 2024 Preliminary Overview of Opioid Liability Net present value estimated to be $3.8bn based on a discount rate of 7.0% Summary of Opioid Liability ($mm) Q2-Q4 FY'25 FY'26 FY'27 FY'28 FY'29 FY'30 FY'31 FY'32 FY'33 FY'34 FY'35 FY'36 FY'37 FY'38 FY'39 FY'40 Multi-State $340 $348 $348 $351 $334 $344 $344 $344 $344 $344 $344 $344 $337 – – – Cherokee Nation 2 2 2 2 2 2 2 2 – – – – – – – – Tribes 10 10 10 10 10 10 10 10 10 10 10 10 10 – – – Florida 34 34 34 34 34 34 34 34 34 34 34 34 34 34 34 – San Francisco 29 20 19 19 19 19 3 2 2 2 2 2 2 – – – New Mexico 73 38 38 27 27 27 27 27 27 27 27 27 27 – – – Michigan 10 10 10 5 5 5 5 5 5 5 5 10 10 10 10 9 Nevada 31 31 31 31 15 15 15 15 15 15 15 15 15 15 – – West Virginia 11 10 10 10 10 10 – – – – – – – – – – Philadelphia – 23 23 23 20 – – – – – – – – – – – Baltimore 45 35 – – – – – – – – – – – – – – DOJ 20 25 25 55 55 55 65 – – – – – – – – – Total Opioid Payments $605 $586 $551 $567 $531 $522 $506 $440 $438 $438 $438 $443 $435 $59 $44 $9 (Less): Non-Tax Deduct. Pmts. (217) (179) (179) (182) (151) (30) (34) (1) (1) (1) (1) (2) (2) (2) (2) (2) Tax-Deductible Payments $389 $407 $372 $385 $380 $491 $472 $439 $437 $437 $437 $441 $433 $57 $42 $7 (Less): Taxes (66) (77) (84) (87) (86) (111) (107) (99) (99) (99) (99) (100) (98) (13) (10) (2) Plus: Non-Tax Deduct. Pmts. 217 179 179 182 151 30 34 1 1 1 1 2 2 2 2 2 After-Tax Opioid Pmts. $540 $509 $466 $480 $445 $411 $399 $340 $339 $339 $339 $343 $337 $46 $35 $7 Value of Total Opioid Payments @ 7% Discount Rate $3,760 22 Source: Blazing Star management. Note: Dollars in millions unless otherwise stated. Valuation as of November 30, 2024.

-- Highly Confidential -- B Blazing Star Valuation As presented on February 4, 2024 Preliminary Overview of Dark Lease Liability Net present value estimated to be ~$2.5bn based on discount rate of 7% Summary of Dark Lease Liability ($mm) 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 2037 2038 2039 2040 Dark Rent Schedule $409 $446 $511 $510 $441 $390 $358 $318 $278 $239 $199 $159 $119 $80 $40 – (-) Tax (69) (84) (116) (115) (100) (88) (81) (72) (63) (54) (45) (36) (27) (18) (9) – After Tax Total Dark Rent Costs $340 $362 $396 $395 $341 $301 $277 $246 $215 $185 $154 $123 $92 $62 $31 – Costs @ 7% Discount Rate $331 $333 $340 $317 $256 $211 $181 $151 $123 $99 $77 $58 $40 $25 $12 – (1) Value of Total Dark Rent Costs @ 7% Discount Rate $2,471 Memo: Tax Rate 17% 19% 23% 23% 23% 23% 23% 23% 23% 23% 23% 23% 23% 23% 23% 23% Source: Blazing Star management. 23 Note: Dollars in millions unless otherwise stated. Valuation as of November 30, 2024. Current total dark store cash costs represent adjusted figures. (1) Reflects 2025 Q2-Q4 stub period.

-- Highly Confidential -- B Blazing Star Valuation As presented on February 4, 2024 Preliminary WholeCo WACC Calculation Selected Public Companies Illustrative WACC Calculation 2Y Beta Market Debt-to Cost of Equity (1) (2) Company Cap ($bn) Debt ($bn) Equity Levered Unlevered (3) 4.8% Risk-Free Rate CVS 0.69 0.40 $71.4 $66.1 93% Unlevered Beta 0.70 Target 0.76 0.63 62.2 16.0 26% Target Debt / Equity 25% Kroger 0.42 0.30 46.7 22.6 48% Levered Beta 0.84 Ahold 0.54 0.46 32.6 7.4 23% (4) 7.2% Equity Risk Premium Tesco 0.86 0.74 31.0 6.6 21% (5) 0.6% Size Premium Dollar General 0.45 0.34 15.8 6.3 40% Cost of Equity 11.4% Dollar Tree 0.86 0.74 15.5 3.4 22% M&S 0.82 0.75 8.8 1.1 12% Cost of Debt (6) J Sainsbury 1.01 0.90 7.4 1.3 18% 7.0% Pre-Tax Cost of Debt (7) Kingfisher 1.08 1.06 5.4 0.2 3% 22.6% Tax Rate B&M 0.85 0.66 4.0 1.6 39% After-Tax Cost of Debt 5.4% Frasers Group 0.92 0.67 3.3 1.6 46% (8) 10.2% WACC Total Median 0.83 0.66 24% (9) Memo: Blazing Star 0.91 0.44 $7.7 $10.5 138% Debt / Debt / Pre-Tax Unlevered Beta Equity Cap. Cost of Debt 0.600 0.700 0.800 WACC Sensitivity at 5% 5% 7.0% 9.7% 10.4% 11.1% Various Unlevered Beta and Capital Structures 25% 20% 7.0% 9.5% 10.2% 10.9% 45% 31% 7.0% 9.4% 10.1% 10.8% Source: Public filings, Bloomberg and FactSet as of February 3, 2025. Note: Peers ordered by market cap. Debt figures exclude operating lease liabilities. (1) For each company, reflects adj. weekly beta relative to local benchmark based on the last 2 years. (2) Unlevered beta equals Levered Beta / (1+ (1 – Tax Rate) * (Debt / Equity)). (3) Reflects 20-year U.S. Treasury rate. (4) Reflects long-horizon historical expected equity risk premium per Duff & Phelps 2023. (5) Represents size premium associated with companies with market cap between $7.5bn and $14.8n, per 2023 Duff & Phelps. (6) Reflects ICE BofA US High Yield 24 Index Effective Yield. (7) Assumes 22.6% long-term tax rate based on Blazing Star FY’27 effective tax rate in 3-year plan. (8) WACC equals ((Debt / Capitalization) * (Cost of Debt * (1 – Tax Rate))) + (Equity / Capitalization) * Cost of Equity. (9) As of unaffected date, December 9, 2024.

-- Highly Confidential -- Reflects latest status of financing packages with some areas to be confirmed Summary of Saturn Financing ▪ Saturn has continued to make progress on its Financing, engaging with a broad set of Commercial & Investment Banks, Private Credit/Specialized Lenders and Preferred Equity providers to source financing for the transaction ▪ Saturn’s intent is to provide the Board with five business segment financing packages encompassing the debt component of the transaction (US Retail, ABL/Filo, Boots, Shields, Prop Co. & the Preferred Equity) ▪ While this is a development from prior discussions when their intent was to provide a single umbrella commitment, Overview lender requests and structuring requirements ultimately drove the change of Process ▪ Saturn has provided us with a draft of the financing documents between Saturn and its lenders, and has noted that several to Date of the other documents remain subject to ongoing negotiation, suggesting a Monday signing target (pre-open) is possible, but challenging ▪ We have not engaged in independent discussions with lenders yet but expect as the business segment packets become more developed and finalized, with lead lenders appointed, we will discuss support directly with those lenders ▪ We still have not received any written update on Saturn or it’s LP’s equity commitments ▪ Saturn appears to have navigated significant challenges to pull together current financing structure – Lenders have required certain components of Blazing Star to be ring-fenced – Saturn was unable to secure financing support for VMD, requiring it to be a standalone subsidiary that will require independent support – The business segments will be individually capitalized and financed, with syndication efforts being coordinated but otherwise independent of each other Saturn’s – Preferred equity investors have stipulated the requirement to track the business segments and specifically only want Current to invest in the Shields and Boots business segments Position – Liquidity facilities to support the business are also provisioned for, providing adequate working capital resources for the business segments to operate post-close without the current Parent support / resource pooling ▪ Saturn has indicated they are on track to harmonize and finalize the financing in-line with the current timeline and expects to have signature packets and final sets of commitment letters available for review in advance of Sunday’s proposed final board meeting ▪ Equity commitments and the rollover participation coupled with a financing bridge to the proceeds from owned equity stake sales (Cencora / Brightspring) remain outstanding issues that require resolution 2

-- Highly Confidential -- Reflects latest status of financing packages with some areas to be confirmed Summary of Saturn Equity Financing ▪ The equity commitment, inclusive of any shareholder and management rolled equity, is expected to be $[3.0-4.0]B with Preferred Equity being an additional $3.0B, for a total equity of $[6.0-7.0]B – At $11.45 per share, reflective only of Saturn’s up-front cash offer, this likely equates to an enterprise value of $24.1B (excluding non-closing date cash items) and an equity composition of 35%, inline with Saturn’s original indication and lending conventions – Saturn is expected to contribute $[1.7-1.9]B inclusive of co-invest from LPs – The Preferred Equity will be split $1.5B into the Boots Business Segment and $1.5B into Equity the Shields Business Segment Component • Contained within the Preferred Equity is a stated return of 14% if serviced in cash and 15% if in-kind • Preferred Equity Investors will also benefit from 2.5% detachable warrants in Boots and 4.0% in Shields, both struck at a 1.0x common equity MOI • Preferred Equity Investor must hold at least 50% of the outstanding Preferred Shares (cannot sell any shares) to be entitled to appoint (1) Board designee, which will reduce to an observer right should the 50% threshold no longer apply ▪ Existing Shareholders, principally Stefano Pessina, are expected to roll 100% of Rollover participating shares into the transaction Equity Component 3

[***] indicates information has been omitted on the basis of a -- Highly Confidential -- confidential treatment request pursuant to Rule 24b-2 of the Reflects latest status of Securities Exchange Act of 1934, as amended. This information has been financing packages with filed separately with the Securities and Exchange Commission. some areas to be confirmed Current Status of Saturn’s Debt Commitment Letters ▪ Expect to recieve commitments contemplating $19.4B Total Debt, with an expected closing date funding of $14.25B (1) – US Retail - $4.0B funded ($8.0B total) • $5.0B of Asset Based Revolver Commitments (up to $2B funded at Close) • $3.0B of Asset Based Loan Commitments (up to $2B funded at Close) – International/Boots - $5.75B funded ($6.6B total) • $0.85B Asset Based Revolver Commitments Funding, • $2.25B Syndicated Term Loan B Structure • $2.0B Syndicated High Yield Bonds & Liquidity • $1.50B Privately Placed Preferred Equity – Shields - $4.0B funded ($4.25B total) (2) • $0.25B Cash Flow Based Revolver Commitments • $2.50B Privately Placed Term Loan • $1.50B Privately Placed Preferred Equity – US PropertyCo - $0.5B funded ($0.5B total) • $0.50B Syndicated Term Loan B ▪ Expect the Commitment Parties to comprise the following (single parties may span across business segments): – Asset Based Lenders: Citi, Deutsche, Goldman Sachs, JP Morgan, Mizhuo, PNC, UBS, Wells Fargo • Filo lenders include: HPS, Ares, Oaktree & Sixth Street Financing Parties – Capital Markets Investment Banks: Citi, Deutsche, Goldman Sachs, JP Morgan, Mizhuo, PNC, UBS, Wells Fargo – Privately Placed Loan Lenders: HPS, Goldman Sachs Asset Management (co-lender to HPS) [***] – Preferred Equity Investors: with UBS likely bridging the preferred 4 (1) May also include $1.0bn of AR factoring (2) Shields Revolver Commitment is expected size

-- Highly Confidential -- Reflects latest status of financing packages with some areas to be confirmed Conditionality & Other Significant Structural Items ▪ While the financing support and elimination of a financing contingency is delivered by Saturn via multiple business segment financing packages, conditionality and funding structure is generally replicated and uniform ▪ All financing parties are required to maintain an identical standard on Material Adverse Change, utilizing the Merger Agreement as the reference document/standard – Post-close, a Material Adverse Change can be enforced on a by Business Segment basis – Closing deliverables are expected to be uniform and consistent, though will require stand-alone certifications of solvency at each silo as a condition to closing • Additionally, it is expected that the Company will be required to deliver standalone audited and unaudited financial results for the international segment and potentially also US Retail – The Business segment silos will need to be created in advance of closing to facilitate the financing, including to crystalize required tax attributes and to facilitate the push-down of equity contributions (new common, rollover and preferred equity) • Minimum equity contributions (inclusive of common / rollover / management participation and preferred) must be met on a Business Segment basis • US Retail – 25% / International Boots – 40% / Shields – 50% ▪ While financing packages continue to include financing party diligence requirements and final approvals from their required committees, we understand diligence is complete and approvals are underway and expected to be received on the proposed timeline to announcement 6

Exhibit (c)(12) Project Blazing Star Discussion Materials February 28, 2025 [***] indicates information has been omitted on the basis of a confidential treatment request pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. This information has been filed separately with the Securities and Exchange Commission.

-- Highly Confidential -- Centerview Disclaimer This presentation has been prepared by Centerview Partners LLC (“Centerview”) for use solely by the Board of Directors of Blazing Star in connection with its evaluation of a proposed transaction involving Blazing Star and for no other purpose. The information contained herein is based upon information supplied by or on behalf of Blazing Star and Saturn (“Defined term for other relevant party”) and publicly available information, and portions of the information contained herein may be based upon statements, estimates and forecasts provided by Blazing Star and Saturn. Centerview has relied upon the accuracy and completeness of the foregoing information, and has not assumed any responsibility for any independent verification of such information or for any independent evaluation or appraisal of any of the assets or liabilities (contingent or otherwise) of Blazing Star or any other entity, or concerning the solvency or fair value of Blazing Star or any other entity. With respect to financial forecasts Centerview has assumed that such forecasts have been reasonably prepared on bases reflecting the best currently available estimates and judgments of the management of Blazing Star as to the future financial performance of Blazing Star, and at your direction Centerview has relied upon such forecasts, as provided by Blazing Star’s management, with respect to Blazing Star. Centerview assumes no responsibility for and expresses no view as to such forecasts or the assumptions on which they are based. The information set forth herein is based upon economic, monetary, market and other conditions as in effect on, and the information made available to us as of, the date hereof, unless indicated otherwise and Centerview assumes no obligation to update or otherwise revise these materials. The financial analysis in this presentation is complex and is not necessarily susceptible to a partial analysis or summary description. In performingthis financial analysis, Centerview has considered the results of its analysis as a whole and did not necessarily attribute a particular weight to any particular portion of the analysis considered. Furthermore, selecting any portion of Centerview’s analysis, without considering the analysis as a whole, would create an incomplete view of the process underlying its financial analysis. Centerview may have deemed various assumptions more or less probable than other assumptions, so the reference ranges resulting from any particular portion of the analysis described above should not be taken to be Centerview’s viewofthe actual value of Blazing Star. These materials and the information contained herein are confidential, were not prepared with a view toward public disclosure, and may not be disclosed publicly or made available to third parties without the prior written consent of Centerview. These materials and any other advice, written or oral, rendered by Centerview are intended solely for the benefit and use of the Board of Directors of Blazing Star (in its capacity as such) in its consideration of the proposed transaction, and are not for the benefit of, and do not convey any rights or remedies for any holder of securities of Blazing Star or any other person. Centerview will not be responsible for and has not provided any tax, accounting, actuarial, legal or other specialist advice. These materials are not intended to provide the sole basis for evaluating the proposed transaction, and this presentation does not represent a fairness opinion, recommendation, valuation or opinion of any kind, and is necessarily incomplete and should be viewed solely in conjunction with the oral presentation provided by Centerview. 1

Appendix

-- Highly Confidential -- C Walk From VMD YE’27 Valuation to PV Per Share Under Current Proposed Transaction Structure Reflects current structure proposed by Saturn – up to $3.00 per share available to Blazing Star shareholders with sharing of net proceeds 70% / 30% between Blazing Star and Saturn, respectively Trading Precedent DCF Comps Transactions Low High Low High Low High CY'27 Enterprise Value $2,400 $3,300 $2,225 $2,825 $2,475 $3,375 (1) Forecasted VMD Cash Build $70 CY'27 Enterprise Value + VMD Cash Build $2,470 $3,370 $2,295 $2,895 $2,545 $3,445 (2) –– –– – – Proceeds Above Implied $3.8bn Cap Post-Cap Value $2,470 $3,370 $2,295 $2,895 $2,545 $3,445 % of Allocated to Blazing Star Shareholders 70% Value Allocated To B/S Shareholders $1,729 $2,359 $1,606 $2,026 $1,781 $2,411 (3) Discount Factor 73% Present Value of Post-Cap Value $1,268 $1,731 $1,178 $1,487 $1,307 $1,769 Blazing Star DSO 889 Present Value Per Share $1.43 $1.95 $1.33 $1.67 $1.47 $1.99 Illustrative Risk and Illiquidity Adjustment (30%) Risk-Adjusted PV Per Share $1.00 $1.36 $0.93 $1.17 $1.03 $1.39 (4) $1.94 $2.65 $1.81 $2.28 $2.00 $2.71 Memo: Headline Value Per Share Note: Dollars in millions unless otherwise stated. Enterprise value rounded to nearest $25mm. (1) Projected cash build by VMD from CY’Q2 2025 to YE 2027. (2) Reflects implied value of maximum proceeds required for Blazing Star Shareholders to received $3.00 per share assuming 70% / 30% of proceeds are shared 37 between Blazing Star and Saturn, respectively. (3) Reflects 11.5% discount rate. 73% discount factor reflects February 27, 2025 to December 31, 2027. (4) Reflects future value of Post-Cap Value allocated to Blazing Star shareholders divided by 889mm shares.

PRELIMINARY – SUBJECT TO CHANGE AND REVIEW SECTION 1 Transaction Overview 2 STRICTLY PRIVATE AND CONFIDENTIAL

PRELIMINARY – SUBJECT TO CHANGE AND REVIEW Review of Proposed Transaction Selected Terms Based on Draft Agreements as of February 24, 2025 (Subject to Change) Proposed • Saturn to acquire 100% of the fully diluted common equity of Blazing Star, excluding the shares held by the Executive Chairman (herein referred to as “SP”) Transaction Consideration to • At closing, non-SP shareholders will receive the following: 1) $11.45 per share in cash and 2) a Divested Asset Proceed Right Non-SP (“DAP Right”) that entitles each holder to up to an additional $3.00 per share for a total consideration of up to $14.45 per share Shareholders • Value based on potential net proceeds from the monetization of retained VillageMD markets, Summit, and CityMD (the “Businesses”) • Proceeds from monetization to be split 70% / 30% between Blazing Star shareholders and Saturn • Total potential proceeds to Blazing Star shareholders capped at $3.00 per share Divested Asset Proceed Right • Term: 4 years post closing. At end of term, Saturn can elect to 1) make a payment to the holders of the DAP Right based on the FMV of the remaining assets as determined by an independent investment bank or 2) extend the term for another 1 year (“DAP Right”) • Committee, which will include one rep for Saturn, SP and Blazing Star, to ensure the Businesses are run in the ordinary course and to oversee any sales process (1) • DAP Right will not be transferable / tradable • SP currently owns ~17% of the fully diluted shares outstanding of Blazing Star • SP will roll 100% of existing shares into post closing Blazing Star and is expected to own [~X%] of that entity, and will also invest SP Participation an additional amount of cash (to be determined) • SP will also enter into a customary voting agreement • Go Shop Period: 45 days from signing Go-Shop and • Match Rights: Ability to match within 4 business days of notice of a superior proposal, extended 2 business days if material changes or amendments are made to the proposal Related Provisions • Company Termination Fee: 1.5% of Blazing Star equity value if termination in connection with Go-Shop; 3.0% of Blazing Star equity value in any other circumstance Parent • To be 6.5% of Blazing Star equity value Termination Fee Source: Blazing Star Management Note: 1. Other than pursuant to a Permitted Transfer under the DAP Right agreement TRANSACTION OVERVIEW 3 STRICTLY PRIVATE AND CONFIDENTIAL

(1) Adjustments to Aggregate Value WC Normalization 709 PRELIMINARY – SUBJECT TO CHANGE AND REVIEW Opioid Liability 3,874 Dark Rent 2,543 After-Tax Everly Settlement 469 Pension Liability 448 Review of Proposed Transaction (Cont’d) Cencora Investment (593) BrightSpring Investment (207) Summary of Key Transaction Statistics Other Investments (416) Total Adjustments 6,828 Upfront Cash + Unaffected Spot Upfront Cash + Metric Upfront Cash Nominal Value of (2) (2/14/2025) NPV of DAP Right DAP Right Low NPV Value High NPV Value Cash Consideration $9.70 $11.45 $11.45 $11.45 $11.45 Value of DAP Right -- -- $3.00 $1.00 $1.68 Total Value Per Share $9.70 $11.45 $14.45 $12.45 $13.13 Premiums to: Current Spot (2/26/2025) $11.04 (12.1%) 3.7% 30.9% 12.7% 18.9% Unaffected Spot (2/14/2025) $9.70 0.0% 18.0% 49.0% 28.3% 35.4% (3) Pre-Speculation Spot (12/9/2024) $8.85 9.6% 29.4% 63.3% 40.6% 48.4% 30-Day Unaffected VWAP $10.91 (11.1%) 5.0% 32.4% 14.1% 20.4% 60-Day Unaffected VWAP $10.20 (4.9%) 12.2% 41.6% 22.0% 28.7% 90-Day Unaffected VWAP $10.03 (3.3%) 14.2% 44.1% 24.1% 31.0% LTM High (3/28/2024) $22.05 (56.0%) (48.1%) (34.5%) (43.6%) (40.4%) LTM Low (11/21/2024) $8.08 20.0% 41.7% 78.8% 54.0% 62.5% Median Price Target $11.00 (11.8%) 4.1% 31.4% 13.1% 19.4% Total Value Per Share $9.70 $11.45 $14.45 $12.45 $13.13 (x) Fully Diluted Shares Outstanding 889.1 889.1 889.1 889.1 889.1 Equity Value 8,624 10,180 12,848 11,066 11,676 (4) 9,056 9,056 9,056 9,056 9,056 (+) Debt (4) (1,740) (1,740) (1,740) (1,740) (1,740) (-) Cash Aggregate Value 15,941 17,497 20,164 18,382 18,992 (+) Adjustments to Aggregate Value 6,828 6,828 6,828 6,828 6,828 Adjusted Aggregate Value 22,769 24,325 26,992 25,210 25,820 (5) Implied Multiples (6) Adj. AV / LTM Consolidated Adj. EBITDA 3,662 6.2x 6.6x 7.4x 6.9x 7.1x (7) Adj. AV / CY2025 Consolidated Adj. EBITDA 3,602 6.3x 6.8x 7.5x 7.0x 7.2x CY 2025 P/E $1.65 5.9x 6.9x 8.7x 7.5x 7.9x CY 2026 P/E $1.48 6.6x 7.7x 9.8x 8.4x 8.9x Source: Blazing Star Management, Broker Reports, Capital IQ as of February 26, 2025 Notes: 1. Based on Blazing Star management assumptions and direction. Further detail provided on page 11 2. Refer to analysis on page 5 3. Closing price prior to 12/10/24 WSJ article regarding a possible transaction with Saturn 4. Debt and cash per 11/30/2024 balance sheet; cash includes $295MM of Cencora monetization and $254MM of proceeds from sale of Brightspring per Blazing Star Management 5. Multiples calculated based on Management Case 6. LTM EBITDA excludes $351MM of Cencora equity earnings and $149MM of SLB gain 7. CY2025 EBITDA excludes ~$126MM of Cencora equity earnings TRANSACTION OVERVIEW 4 STRICTLY PRIVATE AND CONFIDENTIAL

[***] indicates information has been omitted on the basis of a confidential treatment request pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. This PRELIMINARY – SUBJECT TO CHANGE AND REVIEW information has been filed separately with the Securities and Exchange Commission. Illustrative Valuation of DAP Right Based on Blazing Star Management Case for the Businesses Key Assumptions: Illustrative Economics to Blazing Star Shareholders • Asset perimeter represents $MM, unless otherwise stated certain legacy VMD markets, Management Management Operating Plan Summit Health and CityMD Extrapolations Calendar Year Ending December 31 2025E 2026E 2027E 2028E • Maximum proceeds for Blazing (5) Star capped at $3 / share Revenue 5,625 5,032 5,264 5,522 • Blazing Star shareholders entitled % Growth 14.0% 4.6% 4.9% to 70% of net proceeds Adj. EBITDA (30) 105 191 256 • At direction of management, % Margin (0.5%) 2.1% 3.6% 4.6% assumes sale in December 2027 [***] • Proceeds discounted to valuation (1) (253) (77) 3 72 Unlevered Free Cash Flow date of 2/28/2025 Cumulative Cash Flow (169) (246) (243) (171) • Discount rate based on Blazing Illustrative Sale Economics Star Wholeco WACC Gross Purchase Price at 13x LTM EBITDA 1,368 2,489 3,332 • Does not take into account asset (2) (-) Transaction Expenses (21) (37) (50) funding, shareholder level tax (-) Taxes – – – consequences, liquidity discounts or trading dynamics associated (+) Cumulative Cash Flow (246) (243) (171) with the DAP Right Net Proceeds 1,101 2,208 3,111 Value to Blazing Star Shareholders Summary of Selected Provider (3) 771 1,546 2,178 Allocation of Net Proceeds (70% of Net Proceeds) (6) Precedent Transactions : Nominal Value Per Share $0.87 $1.74 $2.45 • Reviewed 23 transactions where Present Value Per Share at 9.6% Discount Rate $0.73 $1.34 $1.72 information is publicly available (4) 22.7x Sensitivity Analysis on Present Value per Share Assumed LTM AV/EBITDA Sale Multiple 2026E Exit 2027E Exit 2028E Exit 13.5x 12.6x 10.0x $0.53 $1.00 $1.30 9.2x 13.0x $0.73 $1.34 $1.72 16.0x $0.94 $1.68 $2.11 Notes: 4. Valuation date of 2/28/2025. Illustrative transaction close of 12/31; 1. CY2025E includes Cash from Sale of and Assumes proceeds are discounted at mid-point Blazing Star WACC [***] Low High Median Mean Unlevered Free Cash Flow received between 11/30/2024 and of 9.6% 12/31/2025 5. Per fully diluted share count of 889.1 as of 11/30/2025. Per share 2. Transaction expenses assumed equal to 1.5% of gross purchase values based on BSO of 864MM based on 10Q 2025 company Low / High NPV of DAP Right price filings and 18MM of RSUs and 7MM of PSUs as presented on page 4 3. Blazing Star shareholders receive 70% of proceeds at time of sale 6. Further detail provided on page 33 per DAP Right Agreement TRANSACTION OVERVIEW 5 STRICTLY PRIVATE AND CONFIDENTIAL

PRELIMINARY – SUBJECT TO CHANGE AND REVIEW SECTION 2 Review of Financial Analysis 6 STRICTLY PRIVATE AND CONFIDENTIAL

[***] indicates information has been omitted on the basis of a confidential treatment request pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. This PRELIMINARY – SUBJECT TO CHANGE AND REVIEW information has been filed separately with the Securities and Exchange Commission. Basis of Presentation • Morgan Stanley has conducted a multi-criteria financial analysis of Blazing Star • Morgan Stanley assumed and relied, without independent verification, upon the accuracy and completeness of all financial information and data provided General • Morgan Stanley has considered the results of all analyses undertaken and assessed as a whole, and did not draw, in Approach isolation, conclusions from or with regard to any one factor or method of analysis • Certain market data for Blazing Star presented as of February 14, 2025, (“Unaffected Date”), the last trading date before market speculation of a revived transaction • All other market data presented as of February 26, 2025, unless otherwise noted • Blazing Star has directed Morgan Stanley to base its analysis on management’s latest projections provided on February 26, 2025 (referred to herein as the “Management Case”), which reflects the board approved plan for FY2025-FY2027 (adjusted as described below) and extrapolations for FY2028-2029 that have been approved by Blazing Star management for use by Morgan Stanley • The FY2025-FY2027 plan has been adjusted by management to reflect: Blazing Star – Updates to FY2025 based on Q1 FY25 results and recent business trends / developments Management – Modified assumptions regarding the treatment of legacy VillageMD markets, Summit and CityMD (analysis reflects Financials and Balance 100% ownership of VillageMD economics) Sheet Inputs – Monetization of certain [***] • Analysis based on actual reported Q1 FY25 balance sheet as of November 30, 2024 • In addition, Management has provided assumptions and direction to Morgan Stanley regarding the treatment of certain non-operating assets and liabilities for use in its analysis – Present value of net liabilities is ~$6.8Bn as summarized on page 11 DAP Right • At direction of management, analysis assumes Businesses are sold to a third-party acquirer in December 2027 Treatment REVIEW OF FINANCIAL ANALYSIS 7 STRICTLY PRIVATE AND CONFIDENTIAL

Bridge to LTM Adj. EBITDA FY2024 FY2025 PRELIMINARY – SUBJECT TO CHANGE AND REVIEW Q2 Q3 Q4 Q1 LTM EBITDA 1,310 1,018 837 998 4,162 (-) Cencora Earnings (101) (101) (82) (67) (351) (-) SLB Gain -- -- (149) -- (149) Summary of Blazing Star Financials Adj. EBITDA 1,209 917 606 931 3,662 Forecasts Based on Management Case (Consolidated) | Fiscal Year Ending Aug 31 2022A 2023A 2024A 2025E 2026E 2027E 2028E 2029E Historical Management Case FY'24A - FY'29E CAGR (%) Management Operating Plan Management Extrapolations Revenue ($MM) USRP 109,078 110,314 115,778 122,104 120,760 125,156 128,911 132,778 2.8% International 21,830 22,198 23,552 24,071 25,380 26,613 27,678 28,785 4.1% US Healthcare 1,795 6,570 8,345 8,414 7,793 8,404 8,992 9,501 2.6% Corporate 0 (0) (16) (4) (4,059) (4,256) (4,384) (4,515) NM Total 132,703 139,081 147,658 154,584 149,874 155,917 161,197 166,548 2.4% USRP as a % of Total 82.2% 79.3% 78.4% 79.0% 80.6% 80.3% 80.0% 79.7% Revenue Growth (%) USRP 1.1% 5.0% 5.5% (1.1%) 3.6% 3.0% 3.0% International 1.7% 6.1% 2.2% 5.4% 4.9% 4.0% 4.0% US Healthcare 266.0% 27.0% 0.8% (7.4%) 7.8% 7.0% 5.7% Corporate NM NM NM NM 4.9% 3.0% 3.0% Total 4.8% 6.2% 4.7% (3.0%) 4.0% 3.4% 3.3% Adj. EBITDA ($MM) USRP Excl. Equity Earnings in Cencora 5,682 4,508 3,022 2,216 2,218 2,313 2,383 2,454 (4.1%) International 1,049 1,224 1,126 1,151 1,240 1,312 1,365 1,419 4.7% US Healthcare (312) (376) 66 320 665 891 1,076 1,203 78.9% Equity Earnings in Cencora 418 252 213 181 16 -- -- -- Corporate (173) (155) (163) (158) (377) (381) (381) (381) NM Total 6,664 5,453 4,263 3,710 3,763 4,136 4,442 4,696 2.0% USRP Excl. Equity Earnings in Cencora 85.3% 82.7% 70.9% 59.7% 59.0% 55.9% 53.6% 52.3% as a % of Total Adj. EBITDA Margin (%) USRP Excl. Equity Earnings in Cencora 5.2% 4.1% 2.6% 1.8% 1.8% 1.8% 1.8% 1.8% International 4.8% 5.5% 4.8% 4.8% 4.9% 4.9% 4.9% 4.9% US Healthcare (17.4%) (5.7%) 0.8% 3.8% 8.5% 10.6% 12.0% 12.7% Corporate NM NM NM NM 9.3% 9.0% 8.7% 8.4% Total 5.0% 3.9% 2.9% 2.4% 2.5% 2.7% 2.8% 2.8% Adj. EPS ($) $5.04 $3.98 $2.88 $1.77 $1.43 $1.59 $1.77 Source: Blazing Star Management REVIEW OF FINANCIAL ANALYSIS 8 STRICTLY PRIVATE AND CONFIDENTIAL

PRELIMINARY – SUBJECT TO CHANGE AND REVIEW Blazing Star Non-Operating Assets and Liabilities Based on Management Assumptions and Direction Adjustment to Non-Operational Assets and Liabilities Consideration Aggregate Value ($MM) • Difference driven by quarter-end dynamics in net working capital. Adjustment reflects normalized view of net Working Capital Normalization 709 working capital • NPV of legal settlements to be paid over the next 15 years from Opioid litigation cases in 2023. See schedule Opioid Liability 3,874 on page 35 for more detail. • NPV of costs associated with store footprint optimization and closures (remaining lease payments, net of any Dark Rent 2,543 sublease income). See schedule on page 36 for more detail. After-Tax Everly Settlement 469 • Company has reached an agreement of $595MM to be paid out for Everly Litigation case • NPV of remaining committed payments to Company’s Boots Pension Plan covering employees in the UK. Pension Liability 448 Payments split across 2025 and 2026 • Remaining monetization of Cencora variable prepaid forward (“VPF”) settlements expected to occur over 2-3 Cencora Investment (593) tranches in 2025 and 2026 • Sell-down of remaining Brightspring stake (11.2MM shares) expected to occur in 2025 at 4.5% discount to spot BrightSpring Investment (207) rate as of 2/26/2025 • Primarily relates to Company’s equity holdings in China – Sinopharm Medicine Holding Guoda Drugstores Co., Other Investments (416) Ltd (“Guoda”), and Nanjing Pharmaceutical Company Limited (“Nanjing”) Total Adjustments 6,828 Source: Blazing Star Management REVIEW OF FINANCIAL ANALYSIS 11 STRICTLY PRIVATE AND CONFIDENTIAL

PRELIMINARY – SUBJECT TO CHANGE AND REVIEW Blazing Star Downside Sensitivity Analysis Blazing Star Management Case | Potential Impact of Other Liabilities Other Liabilities: Downside Sensitivity on DCF Value $ / Share, unless otherwise stated • There are potential liabilities related to the outstanding IRS tax (1) dispute and DOJ lawsuit that Implied DCF Value have not been explicitly factored into the analysis but represent Assumed NPV of Other Illustrative Value additional potential downside to Low Mid High (2) Liabilities ($MM) Impact Per Share Blazing Star shareholders • Tax: The IRS is seeking $2.7 billion for unpaid taxes due to alleged issues over transfer -- -- $11.70 $15.75 $20.00 pricing. The taxes relate to Blazing Star’s acquisition of the remaining stake in Boots 500 ($0.56) $11.14 $15.19 $19.43 • DOJ: On 1/17/25 the DOJ announced that it had filed suit against Blazing Star, alleging the 1,000 ($1.12) $10.58 $14.62 $18.87 company knowingly dispensed millions of unlawful prescriptions in violation of the Controlled 1,500 ($1.69) $10.02 $14.06 $18.31 Substances Act (CSA), and sought reimbursement for these Rx from federal health care programs in violation of the False 2,000 ($2.25) $9.45 $13.50 $17.75 Claims Act (FCA). The DOJ's press release notes that if held liable, Blazing Star would face 2,500 ($2.81) $8.89 $12.94 $17.18 civil penalties of up to $80.9k for each unlawful prescription filled in violation of the CSA 3,000 ($3.37) $8.33 $12.38 $16.62 – Selected sellside analysts currently estimate this liability between $1.0Bn – $2.5Bn Source: Blazing Star Management Notes: 1. Assumes valuation date of 2/28/2025; Discounting based on WACC range of 9.0% - 10.3%; Terminal AV / EBITDA multiple range of 5.0x – 7.0x 2. Per fully diluted share count of 889.1 as of 11/30/2025. Per share values based on BSO of 864MM based on 10Q 2025 company filings and 18MM of RSUs and 7MM of PSUs REVIEW OF FINANCIAL ANALYSIS 14 STRICTLY PRIVATE AND CONFIDENTIAL

PRELIMINARY – SUBJECT TO CHANGE AND REVIEW APPENDIX Supplementary Materials 15 STRICTLY PRIVATE AND CONFIDENTIAL

PRELIMINARY – SUBJECT TO CHANGE AND REVIEW Perspectives on Current Market Capitalization Market Data as of Unaffected Date of February 14, 2025 | Balance Sheet as of November 30, 2024 Street View Street View (1) Aggregate Value Walk Inside View Customary Adjustments Additional Adjustments Share Price as of Unaffected Date of February 14, 2025 $9.70 $9.70 $9.70 FDSO 889 889 889 Equity Value 8,624 8,624 8,624 (+) Gross Debt 9,056 9,056 9,056 (2) (-) Cash and Cash Equivalents (1,740) (1,740) (1,740) (+) Net Debt 7,316 7,316 7,316 (+) Working Capital Normalization -- -- 709 (3) (+) Opioid Liability -- 3,000 3,874 (4) -- 2,300 2,543 (+) Dark Rent (5) (+) After-Tax Everly Settlement -- 469 469 (+) Pension Liability -- 448 448 (6) 1,332 1,332 -- (+) NCI Adjustment (-) Cencora Investment (593) (593) (593) (7) (-) BrightSpring Investment (207) (207) (207) (-) Other Investments (416) (416) (416) Aggregate Value 16,057 22,275 22,769 AV Implied Metrics (8) LTM 11/30/2024 Consolidated Adj. EBITDA ($3,662MM) 4.4x 6.1x 6.2x AV / CY2025E Consolidated Adj. EBITDA per Street Consensus ($3,137MM) 5.1x 7.1x 7.3x (9) AV / CY2025E Consolidated Adj. EBITDA per Management ($3,602MM) n.a. n.a. 6.3x Source: Capital IQ as of Unaffected Date of February 14, 2025, Company Filings, Blazing Star Management Notes: 6. Inside View assumes 100% ownership of VMD Markets, Summit and CityMD given default under VillageMD’s Secured Loan 1. Street view includes standard bridging items (i.e. cash and debt, etc.). Select adjustments based on publicly available from Blazing Star and subsequent forbearance agreement information. Inside view reflects incremental information provided by Blazing Star Management 7. BrightSpring investment calculated as ~$11.2MM remaining shares owned by Blazing Star multiplied by BrightSpring share 2. Total cash and cash equivalents includes $295MM of Cencora monetization and $254MM of proceeds from sale of Brightspring price as of February 26, 2025 discounted by 4.5% per Blazing Star management 8. LTM EBITDA excludes $351MM of Cencora equity earnings and $149MM of SLB gain 3. Opioid liability recognized by selected analysts and rating agencies as a $3.0Bn debt-like item 9. CY2025 EBITDA excludes ~$126MM of Cencora equity earnings 4. Blazing Star estimated $2.2Bn-$2.4Bn costs associated with store closures in August 31, 2024 10-K 5. Tax affected per FY2025E adjusted effective tax rate of 21.1%. Settlement agreement filed in February 25, 2025 8K SUPPLEMENTARY MATERIALS 16 STRICTLY PRIVATE AND CONFIDENTIAL

PRELIMINARY – SUBJECT TO CHANGE AND REVIEW 1b SOTP Analysis | US Retail & International Public Comparable (1)(2) Companies by Segment (3) Agg. Market Revenue EBITDA CY2024 – CY2026E CAGR EBITDA Margin AV / EBITDA P/E Lease Adjusted Net Debt (7) Value Cap CY2025E CY2026E CY2025E CY2026E Revenue EBITDA EPS CY2025E CY2026E CY2025E CY2026E CY2025E CY2026E 2024 EBITDAR (4) CVS 145,407 81,697 387,885 409,825 15,862 17,607 4.8% 10.0% 12.0% 4.1% 4.3% 9.2x 8.3x 10.9x 9.4x 4.6x Other US Retail Target 72,058 57,497 109,132 113,121 8,818 9,375 3.1% 5.7% 8.3% 8.1% 8.3% 8.2x 7.7x 13.3x 12.2x 2.1x (5) Kroger 57,403 47,015 149,333 152,764 8,043 8,307 1.7% 3.0% 6.9% 5.4% 5.4% 7.1x 6.9x 13.3x 12.6x 2.0x Dollar General 22,155 16,357 42,315 44,316 2,996 3,189 4.5% 5.5% 6.2% 7.1% 7.2% 7.4x 6.9x 12.4x 11.4x 3.6x Albertsons 19,782 12,163 81,266 82,913 3,963 4,044 1.8% (0.3%) (1.4%) 4.9% 4.9% 5.0x 4.9x 9.3x 8.8x 2.5x Dollar Tree 18,769 16,016 31,971 33,286 2,853 3,074 3.9% 7.4% 12.8% 8.9% 9.2% 6.6x 6.1x 12.2x 10.8x 2.0x Mean 82,803 85,280 5,335 5,598 3.0% 4.3% 6.6% 6.9% 7.0% 6.9x 6.5x 12.1x 11.1x 2.5x Median 81,266 82,913 3,963 4,044 3.1% 5.5% 6.9% 7.1% 7.2% 7.1x 6.9x 12.4x 11.4x 2.1x Blazing Star US Retail – – 121,656 122,226 2,342 2,261 1.8% (12.5%) – 1.9% 1.8% – – – – International Tesco 37,727 32,634 90,796 92,927 5,094 5,299 2.6% 5.3% 10.4% 5.6% 5.7% 7.4x 7.1x 13.1x 12.0x 2.5x Ulta 17,119 17,098 11,649 12,260 1,669 1,798 4.3% 1.3% 4.5% 14.3% 14.7% 10.3x 9.5x 15.6x 14.0x 0.9x (6) Marks & Spencer 8,681 9,556 17,977 18,616 1,594 1,672 3.9% 6.4% 9.2% 8.9% 9.0% 5.4x 5.2x 11.6x 10.7x 1.5x Fielmann 3,339 3,689 2,592 2,722 456 500 6.8% 13.6% 18.9% 17.6% 18.4% 7.3x 6.7x 18.4x 16.5x 0.4x Mean 30,754 31,631 2,203 2,317 4.4% 6.7% 10.7% 11.6% 11.9% 7.6x 7.1x 14.7x 13.3x 1.3x Median 14,813 15,438 1,632 1,735 4.1% 5.8% 9.8% 11.6% 11.8% 7.4x 6.9x 14.4x 13.0x 1.2x Blazing Star International – – 24,507 25,791 1,181 1,264 4.3% 5.6% – 4.8% 4.9% – – – – Sources: Company filings, Capital IQ as of February 26, 2025, Blazing Star Management Case, Moody’s Notes: 1. Multiples for IFRS reporters shown on a U.S. GAAP basis for comparability; aggregate values are net of capital leases, and estimated rent is deducted from EBITDA 2. Blazing Star figures represent Management Case, converted to calendar year basis using weighted average, and are as of the Unaffected Price date of February 14, 2025. Segment figures unburdened for corporate eliminations 3. 2024A for companies that have reported 2024 results, 2024E for remainder 4. CVS cash adjusted to only include cash held at the parent company level or by nonrestricted subsidiaries; pro forma for $3Bn NPV of Opioid liability per Moody’s 5. Pro forma for $1.1Bn opioid settlement commitments per company filings 6. Excluding the 50% stake in the Ocado Retail JV (carrying value as at Sep-24: £655MM) 7. Rent expense for US GAAP reporters is estimated by using latest available annual lease costs, excluding finance leases SUPPLEMENTARY MATERIALS 22 STRICTLY PRIVATE AND CONFIDENTIAL

[***] indicates information has been omitted on the basis of a confidential treatment request pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. This PRELIMINARY – SUBJECT TO CHANGE AND REVIEW information has been filed separately with the Securities and Exchange Commission. 1b SOTP Analysis | Healthcare Public Comparable Companies by Segment Agg. Market Revenue EBITDA CY'24 - CY'26E CAGR EBITDA Margin AV / Revenue AV / EBITDA P / E Company Value Cap. 2024 2025 2026 2024 2025 2026 Revenue EBITDA EPS 2025 2026 2025 2026 2025 2026 2025 2026 US Healthcare IQVIA 46,076 34,140 15,405 15,900 16,927 3,684 3,821 4,100 4.8% 5.5% 9.1% 24.0% 24.2% 2.9x 2.7x 12.1x 11.2x 16.1x 14.4x Icon plc 18,841 15,991 8,282 8,354 8,813 1,736 1,680 1,828 3.2% 2.6% 6.1% 20.1% 20.7% 2.3x 2.1x 11.2x 10.3x 14.0x 12.4x Encompass 12,521 10,109 5,373 5,853 6,365 1,104 1,183 1,290 8.8% 8.1% 9.7% 20.2% 20.3% 2.1x 2.0x 10.6x 9.7x 20.6x 18.6x Medpace 10,037 10,706 2,109 2,159 2,361 480 475 524 5.8% 4.5% 5.8% 22.0% 22.2% 4.6x 4.3x 21.1x 19.1x 26.7x 24.0x (1) OptionCare 6,384 5,548 4,998 5,330 5,815 444 456 505 7.9% 6.6% 14.6% 8.5% 8.7% 1.2x 1.1x 14.0x 12.7x 23.8x 20.5x (2) BrightSpring 6,120 4,258 11,226 11,871 13,282 586 551 619 8.8% 2.7% 17.9% 4.6% 4.7% 0.5x 0.5x 11.1x 9.9x 34.5x 23.6x Concentra 4,310 2,916 1,900 2,046 2,140 375 413 446 6.1% 9.0% 4.9% 20.2% 20.8% 2.1x 2.0x 10.4x 9.7x 17.5x 14.9x LifeStance 3,061 2,874 1,238 1,391 1,578 111 126 162 12.9% 21.2% NM 9.0% 10.3% 2.2x 1.9x 24.3x 18.9x NM NM Privia 2,777 3,152 2,901 3,221 3,589 89 107 128 11.2% 19.7% 182.9% 3.3% 3.6% 0.9x 0.8x 26.1x 21.8x 27.2x 22.9x Fortrea 2,448 1,411 2,704 2,729 2,871 221 280 330 3.0% 22.4% 84.4% 10.2% 11.5% 0.9x 0.9x 8.8x 7.4x 11.7x 8.6x Aveanna 2,265 864 2,004 2,108 2,219 169 182 195 5.2% 7.4% 332.8% 8.6% 8.8% 1.1x 1.0x 12.5x 11.6x 54.9x 28.2x AstranaHealth 1,679 1,793 1,987 2,637 3,126 170 208 249 25.4% 21.0% (100.0%) 7.9% 8.0% 0.6x 0.5x 8.1x 6.7x 16.4x NA (3) US Physical Therapy 1,438 1,337 671 737 782 82 93 100 7.9% 10.8% 20.8% 12.6% 12.8% 2.0x 1.8x 15.5x 14.3x 30.2x 27.2x Agilon 1,166 1,469 6,061 6,033 6,829 (154) (75) (18) 6.2% NM NM NM NM 0.2x 0.2x NM NM NM NM Enhabit 905 426 1,036 1,073 1,118 99 103 108 3.9% 4.1% 20.6% 9.6% 9.6% 0.8x 0.8x 8.7x 8.4x 28.8x 25.4x Definitive Healthcare 758 627 250 240 250 78 67 72 (0.1%) (3.9%) (2.5%) 28.0% 28.9% 3.2x 3.0x 11.3x 10.5x 17.3x 15.6x (4) InnoVage 486 461 807 895 989 21 39 60 10.8% 67.7% NM 4.3% 6.0% 0.5x 0.5x 12.5x 8.2x 54.0x NA Median 2,777 2,874 2,109 2,637 2,871 170 208 249 6.2% 7.8% 12.2% 9.9% 10.9% 1.2x 1.1x 11.7x 10.4x 23.8x 20.5x Average 7,134 5,769 4,056 4,269 4,650 547 571 629 7.8% 13.1% 43.4% 13.3% 13.8% 1.7x 1.5x 13.6x 11.9x 26.2x 19.7x (5) US Healthcare 8,368 8,207 7,997 150 435 741 (2.2%) 121.9% 5.3% 9.3% Source: Capital IQ as of February 26, 2025 Notes: 1. Pro forma for the acquisition of Intramed Plus 2. Pro forma for sale of Community Living Business 3. Pro forma for acquisition of 75% stake in MSO Metro 4. Pro forma for acquisition of Tabula Rasa Pharmacy Assets 5. Reflects the impact of divesting certain [***] SUPPLEMENTARY MATERIALS 23 STRICTLY PRIVATE AND CONFIDENTIAL

[***] indicates information has been omitted on the basis of a confidential treatment request pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. This PRELIMINARY – SUBJECT TO CHANGE AND REVIEW information has been filed separately with the Securities and Exchange Commission. 3 Blazing Star DCF Valuation Blazing Star Management Case Key Assumptions: Unlevered Free Cash Flow Build $MM, unless otherwise stated • Terminal year assumptions Q2 - Q4 2025E 2026E 2027E 2028E 2029E Terminal – Capital expenditures equal to 8/31/2025 8/31/2026 8/31/2027 8/31/2028 8/31/2029 Year 2029E Revenue 115,146 149,874 155,917 161,197 166,548 166,548 – Depreciation equal to capital % Growth (3.0)% 4.0% 3.4% 3.3% expenditures in terminal year (1) Consolidated Adj. EBITDA 2,750 3,763 4,136 4,442 4,696 4,696 – Δ in NWC calculated as 2029E % EBITDA Margin 2.4% 2.5% 2.7% 2.8% 2.8% 2.8% % change in revenue and (-) Depreciation (1,116) (1,560) (1,569) (1,591) (1,612) (1,176) assumed 1.5% revenue growth (-) Stock-Based Compensation (144) (259) (274) (286) (297) (297) (2) (264) (215) (163) (125) (114) (114) (-) Non-GAAP Cash Expenses Adj. EBITA, excl. Non-GAAP Expenses 1,226 1,728 2,130 2,441 2,672 3,108 (-) Cash Taxes (259) (327) (481) (552) (604) (703) % Tax Rate 21.1% 18.9% 22.6% 22.6% 22.6% 22.6% NOPAT 967 1,402 1,648 1,889 2,068 2,406 (+) Depreciation 1,116 1,560 1,569 1,591 1,612 1,176 (-) Capital Expenditures (859) (1,163) (1,210) (1,172) (1,176) (1,176) (+) (Increase) / Decrease in NWC 1,727 527 194 (54) (30) (14) [***] (+) Cencora Monetization 307 286 -- -- -- -- (+) Cencora AOI Net of Dividends (98) -- -- -- -- -- (+) After-Tax Non-Dark Rent ROU Lease Assets (33) (33) (18) -- -- -- (+) After-Tax Legal Settlements (excl. Opioids and Everly) (173) (20) (19) -- -- -- [***] (-) UK Pension Contribution -- (437) -- -- -- -- (3) 141 (109) (57) -- -- -- (-) Other Unlevered Free Cash Flow 3,174 1,862 1,876 2,179 2,399 2,317 Source: Blazing Star Management Notes: Impairment and Other costs 1. Adj. EBITDA assumes 100% ownership of VMD Markets, Summit and CityMD given default 3. Includes VFP mark to market, other treasury and affiliate cash flows, lease buyout, anti- under VillageMD’s Secured Loan from Blazing Star and subsequent forbearance agreement. dilutive stock repurchases, financing cash flows from finance leases, and FX 2. Includes Legal, Severance, Consultant, Transformational Cost Management, Acquisition, SUPPLEMENTARY MATERIALS 25 STRICTLY PRIVATE AND CONFIDENTIAL

PRELIMINARY – SUBJECT TO CHANGE AND REVIEW 3 Blazing Star DCF Valuation (Cont’d) Blazing Star Management Case Key Assumptions: Implied Share Price $MM, unless otherwise stated • 4.75-year DCF using mid-year discounting convention LTM EBITDA Exit Multiple 5.0x 6.0x 7.0x Discount Rate 9.0% 9.6% 10.3% 9.0% 9.6% 10.3% 9.0% 9.6% 10.3% • February 28, 2025 valuation date Aggregate Value Calculation – Free cash flow and terminal PV of Unlevered Free Cash Flow 9,774 9,674 9,576 9,774 9,674 9,576 9,774 9,674 9,576 value discounted back to February 28, 2025 Terminal Value 23,479 23,479 23,479 28,175 28,175 28,175 32,870 32,870 32,870 PV of Terminal Value 15,924 15,515 15,119 19,109 18,618 18,143 22,294 21,721 21,166 • Illustrative WACC range of 9.0% - 10.3% based on CAPM Aggregate Value 25,698 25,189 24,694 28,883 28,292 27,718 32,068 31,395 30,742 methodology % Value in Terminal Value 62.0% 61.6% 61.2% 66.2% 65.8% 65.5% 69.5% 69.2% 68.9% • Assumes terminal multiples of % Implied Perpetuity Growth Rate (1.2%) (0.6%) (0.1%) 0.4% 0.9% 1.5% 1.5% 2.1% 2.7% 5.0-7.0 LTM AV / EBITDA (-) Gross Debt (9,056) (9,056) (9,056) (9,056) (9,056) (9,056) (9,056) (9,056) (9,056) • Terminal year assumptions (+) Cash and Cash Equivalents 1,740 1,740 1,740 1,740 1,740 1,740 1,740 1,740 1,740 – Capital expenditures equal to (-) Net Debt (7,316) (7,316) (7,316) (7,316) (7,316) (7,316) (7,316) (7,316) (7,316) 2029E (-) Working Capital Normalization (709) (709) (709) (709) (709) (709) (709) (709) (709) – Depreciation equal to capital (-) Opioid Liability (3,874) (3,874) (3,874) (3,874) (3,874) (3,874) (3,874) (3,874) (3,874) expenditures in terminal year (-) Dark Rent (2,543) (2,543) (2,543) (2,543) (2,543) (2,543) (2,543) (2,543) (2,543) – Δ in NWC calculated as 2029E (-) After-Tax Everly Settlement (469) (469) (469) (469) (469) (469) (469) (469) (469) % change in revenue and (+) BrightSpring Investment 207 207 207 207 207 207 207 207 207 assumed 1.5% revenue growth (+) Other Investments 416 416 416 416 416 416 416 416 416 Equity Value 11,410 10,900 10,406 14,595 14,003 13,430 17,779 17,106 16,453 FDSO 889.1 889.1 889.1 889.1 889.1 889.1 889.1 889.1 889.1 Implied Share Price $12.83 $12.26 $11.70 $16.41 $15.75 $15.10 $20.00 $19.24 $18.51 AV Implied Metrics AV / 2025E Consolidated Adj. EBITDA ($3,710MM) 6.9x 6.8x 6.7x 7.8x 7.6x 7.5x 8.6x 8.5x 8.3x AV / 2026E Consolidated Adj. EBITDA ($3,763MM) 6.8x 6.7x 6.6x 7.7x 7.5x 7.4x 8.5x 8.3x 8.2x Source: Blazing Star Management As Presented on Valuation Summary SUPPLEMENTARY MATERIALS 26 STRICTLY PRIVATE AND CONFIDENTIAL

PRELIMINARY – SUBJECT TO CHANGE AND REVIEW 3 Blazing Star Weighted Average Cost of Capital CAPM Methodology Key Assumptions Weighted Average Cost of Capital WACC Calculation • Risk Free Rate: 4.5% based on 10-year U.S. Treasury – As of Unaffected Date of Assumption Notes Base Low High February 14, 2025 • Market Risk Premium: 6.0% Market Risk Premium (MRP) Morgan Stanley Estimated Market Risk Premium 6.0% 6.0% 6.0% based on Morgan Stanley Estimated Market Risk Premium Risk Free Rate (R ) Spot Rate 10-year U.S. Treasury 4.5% 4.5% 4.5% f • Beta: 1.30 based on Long-Term Predicted Beta per Barra – As of Unaffected Date of Predicted Beta Long-Term Predicted Beta per Barra 1.30 1.30 1.30 February 14, 2025 • Cost of Debt: 6.6% based on Sensitivity Adjustment +/- 1.0% from base (1.0%) 1.0% Blazing Star current weighted (2) average • Tax Rate: 22.6% based on Cost of Equity (K ) Calculated using the Capital Asset Pricing Model 12.3% 11.3% 13.3% E Blazing Star management estimates (1) • Capital Structure: 3-year average Pre-tax Cost of Debt (K ) 6.6% 6.6% 6.6% Weighted Average Cost of Debt D of Blazing Star’s debt / total (2) capitalization Tax Rate (t) Tax Rate per Blazing Star Mgmt 22.6% 22.6% 22.6% – 3-year average consistent with management’s stated priority to delever, analyst expectations Post-tax Cost of Debt (K ) 5.1% 5.1% 5.1% D and embedded potential to delever using proceeds from non-core assets / businesses (2) 3Y Average Blazing Star Debt / Total Capitalization 36.8% 36.8% 36.8% Debt / Total Capitalization Weighted Average KE * E/(D+E) + KD * (1-t) * D/(D+E) 9.6% 9.0% 10.3% Cost of Capital (WACC) Source: Capital IQ, Company Filings, Blazing Star Management Notes: 1. Weighted average cost of debt calculated based on current yields per Bloomberg as of 2/18/2025 2. Total debt excludes operating leases. Balance sheet per Blazing Star filings. SUPPLEMENTARY MATERIALS 27 STRICTLY PRIVATE AND CONFIDENTIAL

PRELIMINARY – SUBJECT TO CHANGE AND REVIEW (1) 5a Summary of Select Sellside Analyst Perspectives Premium / (Discount) to Current Referenced Public Companies Methodology Broker (Redacted) Broker Date Rating Disclosed Valuation Details Price Target Discounted Cash 1/30/2025 Buy 5-year DCF, 10% WACC $15.00 35.9% CVS Broker 1 Cowen Flow (DCF) 6.0x US Retail, 7.0x Boots, 6.0x CityMD / Summit, (3) Sum of the Parts Broker 2 DB 2/28/2025 Sell 0.0x VillageMD, 15.0x CareCentrix, 16.0x Shields $9.00 (18.5%) CVS (FY2025 EBITDA basis) Broker 3 JPM 1/27/2025 Buy 10.0x CY2026 EPS $15.00 35.9% CVS (3) Broker 4 RBC 1/14/2025 Buy 7.5x CY2025 adj. EPS $12.00 8.7% CVS Broker 5 Truist 1/31/2025 Hold ~7.7x FY2026 adj. cash EPS $12.00 8.7% N/A CVS, CAH, COR, MCK, CI, CNC, ELV, Broker 6 Leerink 2/11/2025 Hold ~7x CY2025 EPS $11.50 4.2% HUM, UNH, DGX, LH, HCA, COST, KR, (3) TGT, WMT (3) Broker 7 UBS 1/29/2025 Hold 5.0x AV / NTM EBITDA $11.00 (0.4%) CVS Multiples CVS, LDG, MHS, WMT, KR, SVU, (2) Broker 8 Jefferies 1/13/2025 Hold 9.5x FY2026 EPS $11.00 (0.4%) (3) PJC Broker 9 HSBC 1/13/2025 Sell 3.3x AV / FY2025 EBITDA $10.00 (9.4%) CVS (3) Broker 10 BofA 1/30/2025 Sell 6.0x CY2025 EPS $8.50 (23.0%) CVS, DG, DLTR (3) Broker 11 MS 1/31/2025 Sell 5.0x CY2025 EPS $7.00 (36.6%) CVS Broker 12 Argus 1/31/2025 Hold 8.0x FY2029 EPS, 10% Discount Rate - N/A COST, TGT, KR, SYY, STZ, DG, BJ Multiples & Discounted Cash Broker 13 Evercore 1/10/2025 Hold Mix of DCF and Relative Analysis (Multiples) $9.00 (18.5%) ABC, CAH, CVS, MCK Flow (DCF) Median $11.00 (0.4%) Average $10.92 (1.1%) Low $7.00 (36.6%) High $15.00 35.9% Sources: Capital IQ as of February 26, 2025, Broker Reports Notes: As Presented on 1. Excludes Cleveland Research, Mizuho, Nephron, Raymond James, Morningstar and Wolfe Valuation Summary 2. EPS multiple excludes Cencora 3. Peer set as of initiation report SUPPLEMENTARY MATERIALS 30 STRICTLY PRIVATE AND CONFIDENTIAL

PRELIMINARY – SUBJECT TO CHANGE AND REVIEW Selected Multi-Site Provider Precedent Transactions Sorted By Ann. Date Acquiror Target AV ($MM) AV / LTM EBITDA (1) Nov-24 Astrana Health Assets of Prospect Health System 745 9.2x Jun-23 UnitedHealth Amedisys 3,730 14.7x Jul-21 Cano Health Doctor's Medical Center 300 13.6x Jun-21 Cano Health University Health Center 600 16.2x Apr-22 CD&R Kindred at Home 3,400 12.0x Mar-22 UnitedHealth LHC Group 6,021 22.7x Apr-21 Humana Kindred Healthcare 8,200 12.7x (2) Feb-21 BrightSpring Abode Healthcare 775 15.5x Nov-20 Providence Service Corporation Simplura Health Group 575 11.6x (2) Oct-20 Thomas H Lee Care Hospice 750 15.0x (3) Oct-20 HIG Capital St. Croix Hospice 580 15.5x (3) Sep-20 Vistria / Centerbridge Help at Home 1,400 12.2x Jan-20 TPG (Minority Stake) Kelsey-Seybold 1,200 12.0x (3) Oct-19 Towerbrook / Ascension Compassus 1,000 11.8x Feb-19 Amedisys Compassionate Care Hospice Group 340 12.6x Jun-18 KKR Envision Healthcare Corporation 9,848 10.9x Jul-18 Kindred Healthcare CURO Health Services 1,400 12.7x Apr-18 LHC Group Almost Family 993 16.0x Dec-17 Optum DaVita Medical Group 4,300 12.3x Aug-17 Ares Dupage Medical Group 1,450 11.7x Jan-17 Optum Surgical Care Affiliates 3,407 16.9x Oct-14 Kindred Healthcare Gentiva Health Services 1,806 11.1x Sep-13 Gentiva Health Services Harden Healthcare Holdings 409 11.1x Median 1,200 12.6x Mean 2,314 13.5x 25th Percentile 673 11.7x Source: Company filings and press releases Notes: 75th Percentile 3,404 15.2x 1. Represents multiple based on CY’24E EBITDA of $81MM per press release 2. Based on purchase price and EBITDA per PE Hub 3. Based on the midpoint of EBITDA provided by PE Hub SUPPLEMENTARY MATERIALS 33 STRICTLY PRIVATE AND CONFIDENTIAL

PRELIMINARY – SUBJECT TO CHANGE AND REVIEW Blazing Star Capitalization Table Market Data as of Unaffected Date of February 14, 2025 Blazing Star Fully Diluted Shares Outstanding and Equity to Aggregate Value Bridge • Blazing Star basic share count and dilutive FDSO Build Inside View securities detail as Share Price as of Unaffected Date of February 14, 2025 $9.70 provided by Blazing Star Basic Shares Outstanding 864.2 (+) Dilution 25.0 Management as of Fully Diluted Shares Outstanding 889.1 February 16, 2025 Dilutive Securities • Dilution associated with Weighted Avg. Amount stock options calculated Dilution per Treasury Stock Method Dilutive Effect Exercise Price Outstanding based on treasury stock Performance-Based Stock Units -- 17.6 17.6 method for closing price as Restrictured Stock Units -- 7.4 25.0 of February 14, 2025 Stock Options $61.4 10.7 -- Total Dilution 25.0 • Total debt and cash Aggregate Value Walk information as of November Share Price as of Unaffected Date of February 14, 2025 $9.70 30, 2024, per Blazing Star FDSO 889.1 Q1’25 10-Q filing and latest Equity Value 8,624 public filings (+) Gross Debt 9,056 (1) (-) Cash and Cash Equivalents (1,740) (+) Net Debt 7,316 (+) Working Capital Norrmalization 709 (2) (+) Opioid Liability 3,874 (3) (+) Dark Rent 2,543 (4) (+) After-Tax Everly Settlement 469 (+) Pension Liability 448 (-) Cencora Investment (593) (-) BrightSpring Investment (207) (-) Other Investments (416) Total Bridging Items 14,144 Aggregate Value 22,769 Source: Capital IQ as of February 14, 2025, Company Filings, Blazing Star Management Notes: 3. See page 36 for detail 1. Total cash and cash equivalents includes $295MM of Cencora monetization and $254MM of 4. Tax affected per management provided FY2025E adjusted effective tax rate of 21.1%. proceeds from sale of Brightspring per Blazing Star management 2. See page 35 for detail SUPPLEMENTARY MATERIALS 34 STRICTLY PRIVATE AND CONFIDENTIAL

PRELIMINARY – SUBJECT TO CHANGE AND REVIEW Blazing Star Opioid Liability Payment Schedule (1) Per Blazing Star Management Opioid Liability Payment Schedule Fiscal Year Ending August 31 2025E 2026E 2027E 2028E 2029E 2030E 2031E 2032E 2033E 2034E 2035E 2036E 2037E 2038E 2039E 2040E Multi-State 340 348 348 351 334 344 344 344 344 344 344 344 337 – – – Other 285 238 202 217 197 177 161 95 93 93 93 98 98 59 44 9 Total Opioid Payments 625 586 551 567 531 522 506 440 438 438 438 443 435 59 44 9 (-) Non-Tax Deductible Payments (217) (179) (179) (182) (151) (30) (34) (1) (1) (1) (1) (2) (2) (2) (2) (2) Tax-Deductible Payments 409 407 372 385 380 491 472 439 437 437 437 441 433 57 42 7 (-) Taxes (86) (77) (84) (87) (86) (111) (107) (99) (99) (99) (99) (100) (98) (13) (10) (2) % Effective Tax Rate 21.1% 18.9% 22.6% 22.6% 22.6% 22.6% 22.6% 22.6% 22.6% 22.6% 22.6% 22.6% 22.6% 22.6% 22.6% 22.6% (+) Non-Tax Deductible Payments 217 179 179 182 151 30 34 1 1 1 1 2 2 2 2 2 After-Tax Opioid Payments 539 509 466 480 445 411 399 340 339 339 339 343 337 46 35 7 (2) 3,874 Total Present Value of Opioid Cash Flows Source: Blazing Star Management Notes: 1. Per payment schedule provided on 2/17/2025 2. Assumes valuation date of 2/28/2025; Discount rate of 6.6% per weighted average cost of debt used in WACC calculation SUPPLEMENTARY MATERIALS 35 STRICTLY PRIVATE AND CONFIDENTIAL

PRELIMINARY – SUBJECT TO CHANGE AND REVIEW Blazing Star Dark Rent Liability Payment Schedule (1) Per Blazing Star Management Dark Rent Payment Schedule Fiscal Year Ending August 31 2025E 2026E 2027E 2028E 2029E 2030E 2031E 2032E 2033E 2034E 2035E 2036E 2037E 2038E 2039E 2040E Dark Rent Payments 411 417 457 426 334 312 358 318 278 239 199 159 119 80 40 – (2) 2 (24) (42) (65) (83) (60) – – – – – – – – – – (+) Lease Buyback Adjustment (-) Taxes (87) (79) (103) (96) (75) (71) (81) (72) (63) (54) (45) (36) (27) (18) (9) – % Effective Tax Rate 21.1% 18.9% 22.6% 22.6% 22.6% 22.6% 22.6% 22.6% 22.6% 22.6% 22.6% 22.6% 22.6% 22.6% 22.6% 22.6% Dark Rent Payments, After-Tax 323 362 396 395 341 302 277 246 215 185 154 123 92 62 31 – (3) Total Present Value of Opioid Cash Flows 2,543 Source: Blazing Star Management Notes: 1. Per payment schedule provided on 2/17/2025 2. Adjustments represent revised sub-lease projection per management 3. Assumes valuation date of 2/28/2025; Discount rate of 6.6% per weighted average cost of debt used in WACC calculation SUPPLEMENTARY MATERIALS 36 STRICTLY PRIVATE AND CONFIDENTIAL

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