8-KRegulation FDOther EventsExhibits & Filings

Cencora, Inc. 8-K Report, Regulation FD Disclosure (Nov 30, 2017)

Filed November 30, 2017For Securities:COR

Summary

Cencora, Inc. (formerly AmerisourceBergen Corporation) announced on November 29, 2017, the pricing of a significant debt offering, consisting of $750 million in 3.45% Senior Notes due December 15, 2027, and $500 million in 4.30% Senior Notes due December 15, 2047. This $1.25 billion aggregate principal amount issuance, structured as senior unsecured obligations, is being conducted through an underwritten registered public offering. The primary purpose of this debt issuance is to fund a portion of the previously announced acquisition of H.D. Smith, along with associated fees and expenses. The company also intends to use proceeds for the redemption of its 4 7/8% Senior Notes due November 15, 2019, and for general corporate purposes. The offering is expected to close on December 4, 2017, and is not contingent on the completion of the H.D. Smith acquisition. However, the 2047 Notes include a mandatory redemption provision if the acquisition is not completed by May 20, 2018.

Key Highlights

  • 1Cencora (formerly AmerisourceBergen) priced a $1.25 billion senior notes offering.
  • 2The offering includes $750 million of 3.45% Senior Notes due 2027 and $500 million of 4.30% Senior Notes due 2047.
  • 3Proceeds are primarily earmarked for the acquisition of H.D. Smith.
  • 4A portion of the proceeds will be used to redeem existing 4 7/8% Senior Notes due November 2019.
  • 5The debt issuance is not contingent on the H.D. Smith acquisition closing.
  • 6The 2047 Notes are subject to mandatory redemption if the H.D. Smith acquisition is not completed by May 20, 2018.
  • 7The offering is expected to close on December 4, 2017, with net proceeds estimated at $1.235 billion.

Frequently Asked Questions

The primary reason for this $1.25 billion debt issuance is to finance a portion of Cencora's previously disclosed acquisition of H.D. Smith, as well as to pay related fees and expenses. A portion will also be used for general corporate purposes and to redeem existing senior notes.

No, the debt offering itself is not contingent on the consummation of the H.D. Smith acquisition. However, the 2047 Notes have a specific provision for mandatory redemption if the acquisition is not completed by May 20, 2018, which could impact the company's leverage and future debt structure.

The company priced $750 million of 3.45% Senior Notes due December 15, 2027, and $500 million of 4.30% Senior Notes due December 15, 2047. These notes are senior unsecured obligations of the company.

The company expects to consummate the sale of the Notes to the Underwriters on December 4, 2017.