Sycamore Partners has announced the successful completion of its acquisition of Walgreens Boots Alliance (WBA), marking a significant milestone for both the company and its shareholders. This acquisition comes with the partnership of Stefano Pessina and his family, who have shown their unwavering support by reinvesting 100% of their interests in WBA. This move not only highlights their confidence in the company but also underscores a shared vision for its future.
Following the closing of this transaction, Walgreens, The Boots Group, Shields Health Solutions, CareCentrix, and VillageMD will operate as independent, standalone companies. This structural change is expected to allow each entity to focus more effectively on its specific market and operational strategies, ultimately benefiting both the businesses and their respective customers.
As part of this transition, it’s important to note that WBA’s common stock has ceased trading, and it will no longer be listed on Nasdaq. For shareholders, the transaction brings some financial reassurance. In addition to the cash payment of $11.45 for each WBA share owned, shareholders will also receive a non-transferable right. This right allows them to potentially gain an additional $3 in cash per share, sourced from the future monetization of WBA’s debt and equity interests in VillageMD. This includes the businesses under Village Medical, Summit Health, and CityMD, all of which are poised for growth in their respective fields.
The acquisition marks a new chapter for WBA and its affiliated companies, setting the stage for future developments that align with the evolving dynamics of the healthcare market. Stakeholders can look forward to seeing how these changes positively impact the businesses and the communities they serve.
Advisors:
UBS Investment Bank is acting as lead financial advisor, Goldman Sachs and J.P. Morgan are acting as co-lead financial advisors, Citi and Wells Fargo are acting as financial advisors, Davis, Polk & Wardwell is acting as legal counsel, and Bass Berry & Sims PLC is acting as healthcare regulatory counsel to Sycamore.
Centerview Partners is acting as financial advisor, Kirkland & Ellis is acting as legal advisor, and Ropes & Gray is acting as healthcare regulatory counsel to WBA. Morgan Stanley was also a financial advisor and provided a fairness opinion to the WBA Board of Directors.
Debevoise & Plimpton is acting as legal advisor to Stefano Pessina.
KEY QUOTES:
“Walgreens Boots Alliance, its companies and its dedicated team members play an essential role in the communities they serve around the world. We look forward to partnering with the management teams at each company, including Walgreens, The Boots Group, Shields Health Solutions, CareCentrix and VillageMD. As standalone companies under private ownership, they will build on their proud legacies to enhance the customer experience and deepen the trusted relationships they have earned with millions of customers around the world.”
Stefan Kaluzny, Managing Director of Sycamore
“This milestone begins a new chapter for Walgreens, The Boots Group and the other portfolio businesses. Our family has proudly supported these companies for decades, and we are pleased to continue that commitment alongside Sycamore. Together, we are united in our belief in the future of these organizations and the essential role they play in millions of lives each day.”
Stefano Pessina
