8-KMaterial AgreementsOther EventsExhibits & Filings

Cencora, Inc. 8-K Report, Material Agreement (Jun 20, 2023)

Filed June 20, 2023For Securities:COR

Summary

Cencora, Inc. (formerly AmerisourceBergen Corporation) announced a material definitive agreement through a share repurchase from Walgreens Boots Alliance Holdings LLC. The company agreed to repurchase approximately $50 million worth of its common stock, specifically 275,984 shares, directly from Walgreens Boots Alliance Holdings LLC. This transaction is expected to close on June 20, 2023, and the repurchased shares will be held in treasury as part of the company's ongoing share repurchase program. This repurchase is linked to Walgreens Boots Alliance's entry into variable pre-paid forward sale contracts. Following this transaction, Walgreens Boots Alliance will hold approximately 16% of Cencora's outstanding common stock. This event signals a proactive move by Cencora to manage its capital structure and potentially enhance shareholder value through share repurchases, while also reflecting a strategic adjustment in the holdings of a significant shareholder.

Key Highlights

  • 1Cencora (formerly AmerisourceBergen) entered into a Share Repurchase Agreement with Walgreens Boots Alliance Holdings LLC.
  • 2The agreement involves repurchasing 275,984 shares of Cencora's common stock for approximately $50 million.
  • 3The transaction is scheduled to close on June 20, 2023.
  • 4The repurchased shares will be held in treasury, consistent with the company's existing share repurchase program.
  • 5The repurchase is related to Walgreens Boots Alliance entering into variable pre-paid forward sale contracts.
  • 6Post-repurchase, Walgreens Boots Alliance will own approximately 16% of Cencora's outstanding common stock.
  • 7This action may indicate Cencora's strategy to return capital to shareholders and manage its share count.

Frequently Asked Questions

The main purpose is for Cencora to repurchase a portion of its own stock from a significant shareholder, Walgreens Boots Alliance Holdings LLC. This is part of Cencora's ongoing share repurchase program and is intended to manage its capital structure and potentially enhance shareholder value.

After this repurchase, Walgreens Boots Alliance Holdings LLC's ownership stake in Cencora will be reduced to approximately 16% of the total outstanding common stock. This is a result of Cencora buying back shares directly from them.

No, this specific repurchase is a direct transaction with Walgreens Boots Alliance Holdings LLC, not from the open market. The shares will be held in treasury.

Financially, Cencora will use approximately $50 million of its capital to acquire these shares. The repurchased shares will be held as treasury stock, which typically reduces the number of outstanding shares available to the public, potentially increasing earnings per share.