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DEERFIELD, Ill. — Walgreen Co. has exercised its option to complete the acquisition of Alliance Boots GmbH. Assuming the deal secures all necessary approvals, it is expected to close in the first quarter of 2015.
Walgreen Co. has exercised its option to complete the acquisition of Alliance Boots GmbH. Assuming the deal secures all necessary approvals, it is expected to close in the first quarter of 2015.
In 2012 Walgreens purchased a 45% stake in Alliance Boots for $6.7 billion, with an option to complete the acquisition for an additional $9.5 billion and assumption of Alliance Boots’ debt.
With the completion of the transaction, a new holding company, Walgreens Boots Alliance Inc., will be formed, with headquarters in the Chicago area. It will include four divisions: Walgreen Co., which will continue to be based in Deerfield, Ill.; Boots, which will remain in Nottingham, England; Pharmaceutical Wholesale and International Retail, which will include Alliance Healthcare; and Global Brands. The combined company will field more than 11,000 stores in 10 countries, and will operate the largest pharmaceutical wholesale and distribution network in the world, with more than 370 distribution centers supplying over 180,000 pharmacies, doctors, health centers and hospitals across 20 countries.
Greg Wasson, currently president and chief executive officer of Walgreens, will take on the same positions at Walgreens Boots Alliance, while Stefano Pessina, who is executive chairman of Alliance Boots, will be executive vice chairman of the combined organization, taking responsibility for strategy, mergers and acquisitions and reporting to Wasson. He will also chair a new strategy committee on the board of directors.
Among other major executive appointments, Ornella Barra, presently CEO of Wholesale and Brands for Alliance Boots, will take on the role of president and CEO of global wholesale and international retail. Jeff Berkowitz, now president of Walgreens Boots Alliance Development GmbH, will be president of pharma and global market access, including responsibility for specialty pharmacy.
Alex Gourlay, who had come over from Alliance Boots to become president of customer experience and daily living for Walgreens, will be president of Walgreens, while Ken Murphy, currently managing director of Health & Beauty International and brands for Alliance Boots, will be president of global brands. All four will be corporate executive vice presidents as well.
"We are excited to move forward with the next important step in becoming a new kind of global health care leader," said Wasson. "Expanding globally with Alliance Boots will make quality health care more affordable and accessible to communities here in America and around the world."
The management teams have developed a three-year "Next Chapter" plan with revised financial goals. The plan is designed to provide a differentiated retail experience, integrated pharmacy and health care services, and a transformed pharmaceutical value chain.
When the strategic alliance between Walgreens and Alliance Boots was first announced in 2012, the companies projected financial goals for fiscal 2016, including total revenues of $130 billion and adjusted operating profit of $9 billion to $9.5 billion, and about $1 billion in net synergies. The Next Chapter plan targets revenues of $126 billion to $130 billion, and adjusted net earnings ranging from $4.25 to $4.60 per diluted share.
"As we launch our global plan, we are more focused than ever on what it will take to compete and succeed on the world stage," Wasson says. "We are uniquely positioned to be a leader and a champion for accessible, affordable health care, and that means continuing to find new ways to be as efficient as possible, and more agile and nimble as we compete in the worldwide market."
The decision to base the combined company in the United States disappointed a number of investors, who drove an 18% plunge in Walgreens’ stock price in the two days following the announcement. Wasson and the Walgreens board had been under severe pressure from some large institutional investors and analysts to export the company’s headquarters to Switzerland as part of the acquisition in order to lower income tax rates.
That tactic, known as inversion, requires a domestic company to merge with a foreign enterprise and reincorporate abroad — even though most of its business continues to be conducted in the United States. However, the prospect ignited sharp criticism from activist groups, who denounced such a move as unpatriotic, and from The New York Times.
Ultimately, Walgreens decided to remain based in the United States in part because of the strong likelihood of a challenge by the Internal Revenue Service to a projected move, but also partly due to the possible negative impact on the image of "an iconic American consumer retail company" that coincidentally derives a major portion of its revenues from reimbursement programs funded by the U.S. government.
