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Walgreens Boots Alliance (NASDAQ:WBA) said it sold common shares of AmerisourceBergen (NYSE:ABC) for proceeds of ~$644M.
In addition, and subject to the closing of the stock sale — carried out pursuant to variable prepaid forward transactions executed in reliance on Rule 144 of the Securities Act of 1933, as amended — AmerisourceBergen agreed to buy back its common stock from Walgreens for ~$50M.
Walgreens noted that its ownership of AmerisourceBergen’s common stock has decreased due to the concurrent share buyback by ABC but remains at ~17%.
The entry into the variable prepaid forward contracts provides Walgreens with current liquidity and allows it to maintain voting and dividend rights in AmerisourceBergen’s common stock, and to participate in potential stock price appreciation during the term of the contracts, according to the company.
Walgreens intends to use the money to repay debt and for general corporate purposes.
The contracts are scheduled to settle starting Q4 2025, at which time Walgreens plans to deliver 4.59M AmerisourceBergen common shares in total to counterparties to the contracts, and may receive additional proceeds up to $204M depending on the share price at the time.
Walgreens said the sale has no impact on the long-term partnership between the two companies. Ornella Barra — COO, International of Walgreens Boots Alliance — will continue to serve on AmerisourceBergen’s board.
WBA +0.55% to $31.34 premarket May 12
