8-KMaterial AgreementsFinancial EventsExhibits & Filings

Cencora, Inc. 8-K Report, Material Agreement (Oct 24, 2022)

Filed October 24, 2022For Securities:COR

Summary

Cencora, Inc. (formerly AmerisourceBergen Corporation) has filed an 8-K report detailing a significant amendment to its trade receivables securitization facility. The Eighteenth Amendment to the Amended and Restated Receivables Purchase Agreement extends the facility's term by one year, now maturing on October 21, 2025. This amendment is crucial as it ensures continued access to a substantial liquidity source that supports the company's ongoing operational funding needs, primarily derived from the sale of pharmaceuticals and related products. Key changes in the amendment include the transition from LIBOR to Term SOFR as the benchmark interest rate, with provisions for alternative benchmarks if Term SOFR becomes unavailable. This move aligns the facility with industry-wide shifts in financial benchmarks. Additionally, the amendment clarifies procedures for handling erroneous payments and updates compliance with sanctions and anti-money laundering laws, enhancing operational and regulatory robustness. The facility, with a base limit of $1,450 million and an option for an additional $250 million, remains a vital component of Cencora's short-term financing strategy.

Key Highlights

  • 1Extended securitization facility term by one year to October 21, 2025.
  • 2Transitioned benchmark interest rate from LIBOR to Term SOFR, with fallback provisions.
  • 3Securitization facility provides ongoing liquidity and funding for business operations.
  • 4Base facility limit is $1,450 million, with potential for an additional $250 million for seasonal needs.
  • 5Amendment includes provisions for return of erroneous payments and updated compliance with sanctions/AML laws.
  • 6The facility is backed by trade receivables from pharmaceutical sales.
  • 7Cencora serves as the performance guarantor for its subsidiaries' obligations under the facility.

Frequently Asked Questions

The primary purpose of the amended securitization facility is to provide Cencora, Inc. and its subsidiaries with ongoing liquidity and funding to meet their regular business needs. It allows the company to efficiently finance its operations by leveraging its accounts receivable.

The transition from LIBOR to Term SOFR is a regulatory and market-driven change. While the specific impact on Cencora's borrowing costs will depend on future interest rate movements, the amendment ensures the facility remains compliant and functional by adopting the new industry standard benchmark. The inclusion of fallback provisions provides further security against potential unavailability of Term SOFR.

The securitization facility has a base limit of $1,450 million. Additionally, there is an option to increase the commitments by an extra $250 million, subject to bank approval, for seasonal requirements, bringing the potential total to $1,700 million.

The facility is secured by trade receivables generated from the sale of pharmaceuticals and other related products and services by Cencora's subsidiaries, AmerisourceBergen Drug Corporation (ABDC) and ASD Specialty Healthcare, LLC (ASD). These receivables are sold to Amerisource Receivables Financial Corporation (ARFC).