Tag Archives: Walgreens Boots Alliance’s

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Regulatory clearance for Walgreens Boots Alliance’s purchase of 1,932 stores, 3 distribution centers and related inventory from Rite Aid

  • Hart-Scott-Rodino waiting period expires for amended purchase agreement with Rite Aid
  • Final transaction includes 1,932 stores and related assets for $4.375 billion in cash
  • Store purchases expected to begin in October with completion anticipated in spring 2018
  • Walgreens Boots Alliance expects to realize more than $300 million in annual synergies within four years

DEERFIELD, Ill., 2017-Sep-21 — /EPR Retail News/ — Walgreens Boots Alliance, Inc. (Nasdaq: WBA) announced today (19 September 2017) that it has secured regulatory clearance for an amended and restated asset purchase agreement to purchase 1,932 stores, three distribution centers and related inventory from Rite Aid Corporation (NYSE: RAD) for $4.375 billion in cash and other consideration. The amended and restated purchase agreement between the parties updates the terms of the agreement with Rite Aid announced in June 2017. The transaction has been approved by the boards of directors of Rite Aid and Walgreens Boots Alliance and is still subject to other customary closing conditions. Store purchases are expected to begin in October, with completion anticipated in spring 2018.

The consideration for the transaction will now be $4.375 billion in cash, the assumption by Walgreens Boots Alliance of the related real estate leases and the grant of the option to Rite Aid, exercisable through May 2019, to become a member of Walgreens Boots Alliance’s group purchasing organization, Walgreens Boots Alliance Development GmbH. Walgreens Boots Alliance will also assume certain limited store-related liabilities as part of the new transaction.

“This is a significant moment for our company, and we are excited about the opportunities this agreement will deliver for our customers and patients, employees and investors,” said Walgreens Boots Alliance Executive Vice Chairman and CEO Stefano Pessina. “Combining Walgreens retail pharmacy network with a strong portfolio of Rite Aid locations is expected to help us achieve enhanced, sustainable growth while enabling us to broaden our reach and provide greater access to convenient, affordable care in more local neighborhoods across the United States. We are confident in the path ahead and look forward to working together to shape the future of health care and deliver on the full potential these stores bring to our network.”

After all stores are acquired, stores are planned to be converted to the Walgreens brand in carefully planned phases over time. The stores to be purchased are located primarily in the Northeast and Southern U.S., and the three distribution centers to be purchased are located in Dayville, Conn., Philadelphia, Pa., and Spartanburg, S.C. The transition of these distribution centers to Walgreens will not begin for at least 12 months.

Due to the expected timing of store purchases under the amended and restated asset purchase agreement, Walgreens Boots Alliance does not expect the transaction to have a significant impact to its adjusted diluted net earnings per share in its fiscal year ending 31 August 2018. The company expects to realize annual synergies from the new transaction of more than $300 million, which are expected to be fully realized within four years of the initial closing of the new transaction and derived primarily from procurement, cost savings and other operational matters.

The amended and restated asset purchase agreement replaces the earlier purchase agreement entered into by the parties in June 2017, which included 2,186 stores and related assets for $5.175 billion in cash and other consideration.

Notes to Editors:

About Walgreens Boots Alliance

Walgreens Boots Alliance (Nasdaq: WBA) is the first global pharmacy-led, health and wellbeing enterprise.

The company was created through the combination of Walgreens and Alliance Boots in December 2014, bringing together two leading companies with iconic brands, complementary geographic footprints, shared values and a heritage of trusted health care services through pharmaceutical wholesaling and community pharmacy care, dating back more than 100 years.

Walgreens Boots Alliance is the largest retail pharmacy, health and daily living destination across the USA and Europe. Walgreens Boots Alliance and the companies in which it has equity method investments together have a presence in more than 25* countries and employ more than 400,000* people. The company is a global leader in pharmacy-led, health and wellbeing retail and, together with the companies in which it has equity method investments, has over 13,200* stores in 11* countries as well as one of the largest global pharmaceutical wholesale and distribution networks, with over 390* distribution centers delivering to more than 230,000** pharmacies, doctors, health centers and hospitals each year in more than 20* countries. In addition, Walgreens Boots Alliance is one of the world’s largest purchasers of prescription drugs and many other health and wellbeing products.

The company’s portfolio of retail and business brands includes Walgreens, Duane Reade, Boots and Alliance Healthcare, as well as increasingly global health and beauty product brands such as No7, Botanics, Liz Earle and Soap & Glory.

In October 2016 Walgreens Boots Alliance received the United Nations Foundation Global Leadership Award for its commitment to the UN’s Sustainable Development Goals. The company also ranks No. 1 in the Food and Drug Stores industry of Fortune magazine’s 2017 list of the World’s Most Admired Companies.

More company information is available at www.walgreensbootsalliance.com.

* As of 31 August 2016, using publicly available information for AmerisourceBergen.

** For 12 months ending 31 August 2016, using publicly available information for AmerisourceBergen.

Cautionary Note Regarding Forward-Looking Statements

All statements in this publication that are not historical statements are forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such statements include, but are not limited to, statements regarding the amended and restated asset purchase agreement between the Company, Walgreen Co. and Rite Aid and the transactions contemplated thereby and the possible timing and effects thereof, and the ability of the parties to complete the transactions considering the various closing conditions. Words such as “expect,” “pending,” “potential”, “likely,” “preliminary,” “would,” “could,” “should,” “can,” “will,” “project,” “intend,” “plan,” “goal,” “continue,” “synergy,” “on track,” “believe,” “seek,” “estimate,” “anticipate,” “may,” “possible,” “assume,” and variations of such words and similar expressions are intended to identify such forward-looking statements. These forward-looking statements are not guarantees of future performance and are subject to risks, uncertainties and assumptions, known or unknown, which could cause actual results to vary materially from those indicated or anticipated. Such risks include, but are not limited to, risks related to the proposed transactions and acquisitions generally, including the risk that the transactions may not close due to one or more closing conditions to the transactions not being satisfied or waived, risk that the business of the Company or the Rite Aid stores proposed to be sold to the Company may suffer as a result of uncertainty surrounding the transactions, risks related to the ability to realize the anticipated benefits of the proposed transactions, the outcome of legal and regulatory matters, the risk of unexpected costs, liabilities or delays, changes in management’s assumptions, the risks associated with the integration of complex businesses, and risks associated with changes in laws, regulations or interpretations thereof. These and other risks, assumptions and uncertainties are described in Item 1A (Risk Factors) of the Company’s Annual Report on Form 10-K for the fiscal year ended August 31, 2016 and Quarterly Report on Form 10-Q for the fiscal quarter ended May 31, 2017, each of which is incorporated herein by reference, and in other documents that the Company files or furnishes with the Securities and Exchange Commission. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those indicated or anticipated by such forward-looking statements. Accordingly, you are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date they are made. Except to the extent required by law, the Company does not undertake, and expressly disclaims, any duty or obligation to update publicly any forward-looking statement after the date of this publication, whether as a result of new information, future events, changes in assumptions or otherwise.

Contact(s):
Media Relations:
USA
Michael Polzin
+1 847 315 2935

International
Laura Vergani
+44 (0)207 980 8585

Investor Relations:
Gerald Gradwell and Ashish Kohli
+1 847 315 2922

Source: Walgreens Boots Alliance

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Fareva to take ownership of BCM, Walgreens Boots Alliance’s contract manufacturing business

DEERFIELD, Ill., 2017-Jul-27 — /EPR Retail News/ — Walgreens Boots Alliance, Inc. (Nasdaq: WBA) today (25 July 2017 ) announces a binding offer from Fareva for a 10-year global agreement for the manufacture and supply of own beauty brands and private label products, including products for sale in the USA. The proposed agreement will create a partnership to provide Walgreens Boots Alliance with a core multinational manufacturing and development resource, enabling the company to accelerate its global product strategy.

Under the terms of the offer, Fareva will take ownership of BCM, Walgreens Boots Alliance’s contract manufacturing business, which operates factories in the UK, France and Germany.

Fareva manufactures in 11 countries, including the USA, and has significant research and development capabilities.

The proposed agreement, which is subject to Works Council consultation and regulatory approval, is expected to be completed by the end of calendar year 2017.

Notes to Editors:

About Walgreens Boots Alliance

Walgreens Boots Alliance (Nasdaq: WBA) is the first global pharmacy-led, health and wellbeing enterprise.

The company was created through the combination of Walgreens and Alliance Boots in December 2014, bringing together two leading companies with iconic brands, complementary geographic footprints, shared values and a heritage of trusted health care services through pharmaceutical wholesaling and community pharmacy care, dating back more than 100 years.

Walgreens Boots Alliance is the largest retail pharmacy, health and daily living destination across the USA and Europe. Walgreens Boots Alliance and the companies in which it has equity method investments together have a presence in more than 25* countries and employ more than 400,000* people. The company is a global leader in pharmacy-led, health and wellbeing retail and, together with the companies in which it has equity method investments, has over 13,200* stores in 11* countries as well as one of the largest global pharmaceutical wholesale and distribution networks, with over 390* distribution centers delivering to more than 230,000** pharmacies, doctors, health centers and hospitals each year in more than 20* countries. In addition, Walgreens Boots Alliance is one of the world’s largest purchasers of prescription drugs and many other health and wellbeing products.

The company’s portfolio of retail and business brands includes Walgreens, Duane Reade, Boots and Alliance Healthcare, as well as increasingly global health and beauty product brands such as No7, Botanics, Liz Earle and Soap & Glory.

In October 2016 Walgreens Boots Alliance received the United Nations Foundation Global Leadership Award for its commitment to the UN’s Sustainable Development Goals. The company also ranks No. 1 in the Food and Drug Stores industry of Fortune magazine’s 2017 list of the World’s Most Admired Companies.

More company information is available at www.walgreensbootsalliance.com.

* As of 31 August 2016, using publicly available information for AmerisourceBergen.
** For 12 months ending 31 August 2016, using publicly available information for AmerisourceBergen.

Cautionary Note Regarding Forward-Looking Statements

All statements in this release that are not historical including, without limitation, those regarding the offer from Fareva for a 10-year global agreement, including the terms, timing, consummation and effects thereof, and any estimates of future financial and operating performance, are forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Words such as “expect,” “pending,” “potential”, “likely,” “preliminary,” “would,” “could,” “should,” “can,” “will,” “project,” “intend,” “plan,” “goal,” “continue,” “synergy,” “on track,” “believe,” “seek,” “estimate,” “anticipate,” “may,” “possible,” “assume,” and variations of such words and similar expressions are intended to identify such forward-looking statements. These forward-looking statements are not guarantees of future performance and involve risks, assumptions and uncertainties, including those associated with the terms, timing, consummation and effects of such proposed long term global supply agreement with Fareva, including the risk that the agreement may not be completed due to one or more closing conditions not being satisfied or waived, risks related to the ability to realize the anticipated benefits of the proposed agreement, outcome of legal and regulatory matters, the occurrence of any event, change or other circumstance that could give rise to the termination, cross-termination or modification of any of our contractual obligations, the amount of costs, fees, expenses and charges incurred in connection with strategic transactions, changes in management’s assumptions, the risks associated with governance and control matters, changes in market and regulatory conditions, and those described in Item 1A (Risk Factors) of our Form 10-K for the fiscal year ending 31 August 2016 and our Form 10-Q for the fiscal quarter ended 31 May 2017, each of which is incorporated herein by reference, and in other documents that we file or furnish with the Securities and Exchange Commission. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially. These forward-looking statements speak only as of the date they are made. Except to the extent required by law, we do not undertake, and expressly disclaim, any duty or obligation to update publicly any forward-looking statement after the date of this release, whether as a result of new information, future events, changes in assumptions or otherwise.

Contact(s):
Media Relations:
USA
Michael Polzin
+1 847 315 2935

International
Laura Vergani
+44 (0) 20 7980 8585

Investor Relations:
Gerald Gradwell and Ashish Kohli
+1 847 315 2922

Source:  Walgreens Boots Alliance, Inc.

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Walgreens Boots Alliance’s commitment to the UN’s Sustainable Development Goals Honored

NEW YORK, 2016-Oct-22 — /EPR Retail News/ — The United Nations Foundation’s 2016 Global Leadership Awards Dinner will tonight honor Walgreens Boots Alliance, Inc. (Nasdaq: WBA) for its commitment to the UN’s Sustainable Development Goals through its support for wellbeing around the world. The award recognizes, in part, the accomplishments of Walgreens highly successful Get a Shot. Give a Shot.® initiative, which provides life-saving vaccines to children in developing countries through the Foundation’s Shot@Life campaign. Walgreens Boots Alliance’s Co-Chief Operating Officer Ornella Barra will accept the Global Leadership Award on behalf of the company.

“I am deeply honored to accept the Global Leadership Award from the United Nations Foundation on behalf of all of my dedicated colleagues and the customers who make the program possible,” commented Barra. “While much work remains, we are very proud of the progress we have made, in partnership with our customers and the UN Foundation, to ensure that millions of children are immunized against diseases that could cost them their lives. Walgreens Boots Alliance is committed to helping people around the world lead happier, healthier lives and this program is an important part of our mission.”

“The world has set ambitious goals to improve lives and livelihoods around the world, including by achieving health and well-being for everyone by the year 2030,” said UN Foundation President and Chief Executive Officer Kathy Calvin. “Walgreens Boots Alliance has raised the bar through its strong commitment to the world’s most vulnerable citizens, who are often protected from a lifetime of deadly or debilitating diseases, including children who benefit from the Get A Shot. Give A Shot. campaign.”

One in five children worldwide lacks access to life-saving immunizations, and a child in a developing country dies every 20 seconds from a vaccine-preventable disease. Get a Shot. Give a Shot. donates a polio or measles vaccine to a child in need for every immunization administered at a Walgreens, Duane Reade or Healthcare Clinic location in the United States. The program has helped to provide more than 15 million vaccinations to countries such as Tanzania, East Timor and Chad since 2013.

Get a Shot. Give a Shot. is one of a range of programs that Walgreens Boots Alliance champions to improve health and wellbeing around the world. This month, through a partnership with Vitamin Angels, Walgreens reached its goal set two years ago of helping to provide 100 million children and mothers in at-risk populations with essential vitamins and minerals to help combat malnutrition.

Through a partnership with the European Organization for Research and Treatment of Cancer, the company has funded a pan-European biobank for colorectal cancer to find new ways to treat this deadly disease. In addition, as the exclusive retailer of Red Nose Day in the United States, Walgreens has helped raise more than $31 million to benefit children’s health through Comic Relief USA. A partnership between Boots UK and Macmillan Cancer Support helps provide access to the best cancer information for patients and caregivers across the UK.

For more information on Get a Shot. Give a Shot. visit www.walgreens.com/getashot. Additional information on the Vitamin Angels program is available at www.walgreens.com/vitaminangels.

About Walgreens Boots Alliance

Walgreens Boots Alliance (Nasdaq: WBA) is the first global pharmacy-led, health and wellbeing enterprise.

The company was created through the combination of Walgreens and Alliance Boots in December 2014, bringing together two leading companies with iconic brands, complementary geographic footprints, shared values and a heritage of trusted health care services through pharmaceutical wholesaling and community pharmacy care, dating back more than 100 years.

Walgreens Boots Alliance is the largest retail pharmacy, health and daily living destination in the USA and Europe and, together with its equity method investments*, employs more than 370,000* people and has a presence in more than 25* countries. Walgreens Boots Alliance is a global leader in pharmacy-led, health and wellbeing retail with over 13,100* stores in 11* countries. The company includes one of the largest global pharmaceutical wholesale and distribution networks with over 350* distribution centers delivering to more than 200,000** pharmacies, doctors, health centers and hospitals each year in 19* countries. In addition, Walgreens Boots Alliance is one of the world’s largest purchasers of prescription drugs and many other health and wellbeing products.

The company’s portfolio of retail and business brands includes Walgreens, Duane Reade, Boots and Alliance Healthcare, as well as increasingly global health and beauty product brands, such as No7, Botanics, Liz Earle and Soap & Glory. More company information is available at www.walgreensbootsalliance.com.

* As at 31 August 2015 (without subsequent adjustment for business acquisitions or dispositions), including equity method investments

** For 12 months ended 31 August 2015 (without subsequent adjustment for business acquisitions or dispositions), including equity method investments

About United Nations Foundation

The United Nations Foundation links the UN’s work with others around the world, mobilizing the energy and expertise of business and non-governmental organizations to help the UN tackle issues including climate change, global health, peace and security, women’s empowerment, poverty eradication, energy access, and U.S.-UN relations. Learn more at: www.unfoundation.org.

Contacts:

For Walgreens Boots Alliance
USA
Michael Polzin
+1 847 315 2935

International
Laura Vergani
+44 (0)20 7980 8585

For Finsbury
USA
Stephen Labaton and Paul Holmes
+1 (646) 805 2029

International
James Murgatroyd and Anjali Unnikrishnan
+44 (0)20 7251 3801

For the United Nations Foundation
Andrea Risotto
+1 202 862 6319

Source:  Walgreens Boots Alliance

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Kohlberg Kravis Roberts & Co. L.P. affiliates to offer for sale in an underwritten secondary offering 15,000,000 shares of Walgreens Boots Alliance’s common stock

DEERFIELD, Ill., 2016-Jul-28 — /EPR Retail News/ — Walgreens Boots Alliance, Inc. (Nasdaq: WBA) (the “company”) today announced that affiliates of Kohlberg Kravis Roberts & Co. L.P. (“KKR,” and together, the “selling stockholders”) intend to offer for sale in an underwritten secondary offering 15,000,000 shares of the company’s common stock pursuant to the shelf registration statement (File No. 333-209569) filed by the company with the Securities and Exchange Commission (the “SEC”) on 17 February 2016.

The company previously issued to the selling stockholders an aggregate of 52,461,215 shares of common stock in connection with the company’s strategic combination with Alliance Boots GmbH (“Alliance Boots”) completed in December 2014. On 11 May 2016, the selling stockholders sold 15,000,000 shares in an underwritten secondary offering. Prior to the proposed offering, the selling stockholders owned 37,461,215 shares in the aggregate, representing approximately 3.5 percent of the company’s outstanding shares of common stock, based on the number of shares outstanding as of 30 June 2016. Following the proposed offering, the selling stockholders will own 22,461,215 shares in the aggregate, representing approximately 2.1 percent of the company’s outstanding shares of common stock, based on the number of shares outstanding as of 30 June 2016. The company is not selling any shares and will not receive any proceeds from the proposed offering. Pursuant to the Shareholders Agreement by and among the company, certain of the selling stockholders, including affiliates of KKR and certain other investors, dated as of 2 August 2012, as amended, upon completion of the proposed offering, KKR’s contractual right to designate a nominee for election to the company’s board of directors will terminate. However, Dominic Murphy, a senior executive at KKR, will remain a member of the company’s board of directors after the completion of the proposed offering.

Morgan Stanley will act as the sole underwriter for the offering. The last reported sale price of the company’s common stock on 26 July 2016 was $81.33. The company filed an automatically effective shelf registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before making any investment decision, you should read the prospectus in that registration statement and other documents the company has filed with the SEC for more complete information about the company and this offering.

The company intends to file a further prospectus supplement with respect to this offering. You may obtain these documents for free by visiting EDGAR on the SEC Web site at: www.sec.gov. Copies of the prospectus supplement and accompanying prospectus relating to the offering, when available, also may be obtained by writing or telephoning us at:

Walgreens Boots Alliance, Inc.
108 Wilmot Road
Deerfield, IL 60015
(847) 315-2922
Attention: Investor Relations

Morgan Stanley will arrange to send you the prospectus supplement, when available, and the accompanying prospectus relating to the offering if you request them by contacting Morgan Stanley & Co. LLC – Attn: Prospectus Department – 180 Varick Street, 2nd Floor – New York, NY 10014.

This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities nor will there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction. The proposed offering of these shares of common stock is being made only by means of a prospectus supplement and a related prospectus.

Notes to Editors:

About Walgreens Boots Alliance
Walgreens Boots Alliance (Nasdaq: WBA) is the first global pharmacy-led, health and wellbeing enterprise. The company was created through the combination of Walgreens and Alliance Boots in December 2014, bringing together two leading companies with iconic brands, complementary geographic footprints, shared values and a heritage of trusted health care services through pharmaceutical wholesaling and community pharmacy care, dating back more than 100 years.

Walgreens Boots Alliance is the largest retail pharmacy, health and daily living destination in the USA and Europe and, together with its equity method investments*, employs more than 370,000* people and has a presence in more than 25* countries. Walgreens Boots Alliance is a global leader in pharmacy-led, health and wellbeing retail with over 13,100* stores in 11* countries. The company includes one of the largest global pharmaceutical wholesale and distribution networks with over 350* distribution centers delivering to more than 200,000** pharmacies, doctors, health centers and hospitals each year in 19* countries. In addition, Walgreens Boots Alliance is one of the world’s largest purchasers of prescription drugs and many other health and wellbeing products.

The company’s portfolio of retail and business brands includes Walgreens, Duane Reade, Boots and Alliance Healthcare, as well as increasingly global health and beauty product brands, such as No7, Botanics, Liz Earle and Soap & Glory.

* As at 31 August 2015 (without subsequent adjustment for business acquisitions or dispositions), including equity method investments

** For 12 months ended 31 August 2015 (without subsequent adjustment for business acquisitions or dispositions), including equity method investments

Cautionary Note Regarding Forward-Looking Statements:
All statements in this release that are not historical are forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are not guarantees of future performance and involve risks, assumptions and uncertainties, including those described in Item 1A (Risk Factors) of our Form 10-K for the fiscal year ending 31 August 2015 and our subsequent Forms 10-Q, including our Form 10-Q for the fiscal quarter ended 31 May 2016, which are incorporated herein by reference, and in other documents that we file or furnish with the Securities and Exchange Commission. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially. These forward-looking statements speak only as of the date they are made. Except to the extent required by law, we do not undertake, and expressly disclaim, any duty or obligation to update publicly any forward-looking statement after the date of this release, whether as a result of new information, future events, changes in assumptions or otherwise.

Contacts:

Walgreens Boots Alliance, Inc.
USA:
Michael Polzin
+1 847 315 2935

International:
Laura Vergani
+44 (0)207 980 8585

Investor Relations:
Gerald Gradwell and Ashish Kohli
+1 847 315 2922

Source: Walgreens Boots Alliance, Inc.