8-KMaterial AgreementsOther EventsExhibits & Filings

Cencora, Inc. 8-K Report, Material Agreement (Aug 5, 2024)

Filed August 5, 2024For Securities:COR

Summary

Cencora, Inc. (COR) has filed an 8-K report detailing a significant share repurchase transaction. On August 1, 2024, the company entered into a Share Repurchase Agreement to buy back 1,039,242 shares of its common stock directly from Walgreens Boots Alliance Holdings LLC for approximately $250 million. This transaction, which was completed on August 5, 2024, was conducted under the company's existing share repurchase program and the acquired shares will be held in treasury. This repurchase coincides with a separate sale of shares by the same selling stockholder, Walgreens Boots Alliance Holdings LLC, who sold 3,398,929 shares under Rule 144. Following these transactions, Walgreens Boots Alliance Holdings LLC now holds approximately 10.2% of Cencora's outstanding common stock. Investors should note that the company is actively managing its share count and capital allocation through these buyback programs, which can impact earnings per share and shareholder value.

Key Highlights

  • 1Cencora entered into a Share Repurchase Agreement on August 1, 2024, to repurchase 1,039,242 shares of its common stock.
  • 2The share repurchase was executed directly with Walgreens Boots Alliance Holdings LLC.
  • 3The aggregate price paid for the repurchased shares was approximately $250 million.
  • 4The transaction was consummated on August 5, 2024, and the repurchased shares will be held in treasury.
  • 5The repurchase was made under Cencora's existing share repurchase program.
  • 6Walgreens Boots Alliance Holdings LLC also sold 3,398,929 shares under Rule 144 concurrently.
  • 7Post-transactions, Walgreens Boots Alliance Holdings LLC holds approximately 10.2% of Cencora's outstanding common stock.

Frequently Asked Questions

The primary purpose of this 8-K filing is to report a material definitive agreement regarding a significant share repurchase transaction and to disclose related shareholding changes.

The selling stockholder is Walgreens Boots Alliance Holdings LLC. After selling 3,398,929 shares under Rule 144 and Cencora repurchasing 1,039,242 shares, Walgreens Boots Alliance Holdings LLC now owns approximately 10.2% of Cencora's outstanding common stock.

The repurchase reduces the number of outstanding shares, which can positively impact earnings per share (EPS) assuming net income remains constant. The company used approximately $250 million for this buyback, indicating a use of cash. The repurchased shares are held in treasury and can be reissued later or retired.

Yes, the filing states that the repurchase was made under the Company's share repurchase program. This suggests Cencora has an ongoing authorization for share buybacks.