KKR and Walgreens Boots Alliance’s $1.4 Billion Acquisition of PharMerica Corporation

UBS Investment Bank and BofA Merrill Lynch are serving as financial advisors to PharMerica and Davis Polk & Wardwell LLP is serving as PharMerica’s legal advisor. Simpson Thacher & Bartlett LLP and Weil, Gotshal & Manges LLP are serving as legal advisors to KKR and Walgreens Boots Alliance, Inc., respectively.

PharMerica Corporation (NYSE:PMC) today announced the completion of the acquisition of PharMerica by a newly formed company controlled by KKR with an affiliate of Walgreens Boots Alliance, Inc. (Nasdaq: WBA) as a minority investor.

As a result of the completion of the acquisition, PharMerica shareholders will receive an amount in cash equal to $29.25 per share of PharMerica common stock, without interest. In connection with the completion of the acquisition, shares of PharMerica’s common stock will cease trading on the NYSE prior to the opening of the NYSE on December 8, 2017.

PharMerica Corporation is a leading provider of pharmacy services. PharMerica serves the long-term care, hospital pharmacy management services, specialty home infusion and oncology pharmacy markets. PharMerica operates 96 institutional pharmacies, 20 specialty home infusion pharmacies and 5 specialty oncology pharmacies in 45 states. PharMerica’s customers are institutional healthcare providers, such as skilled nursing facilities, assisted living facilities, hospitals, individuals receiving in-home care and patients with cancer.

Walgreens Boots Alliance, Inc. (Nasdaq: WBA) is the first global pharmacy-led, health and wellbeing enterprise. The company’s heritage of trusted health care services through community pharmacy care and pharmaceutical wholesaling dates back more than 100 years.

The Davis Polk corporate team includes partner Louis Goldberg and associates Laura C. Turano, Erin Walsh and Shanu Bajaj. Partner Edmond T. FitzGerald and associate Tricia E. Walsh are providing executive compensation advice. Partner Ronan P. Harty is providing antitrust and competition advice. Partner Lawrence E. Wieman is providing credit advice. Partner Rachel D. Kleinberg is providing tax advice. Partner Pritesh P. Shah is providing intellectual property and technology advice.

Holland & Knight advised PharMerica Corporation, a leading provider of pharmacy services, on the healthcare regulatory and licensing aspects of the deal with a team including Jeffrey Mittleman, Courtney Groh, Jenna Bigornia, Andrea Eichman, Ilenna Stein, David Weissman, Andrew Namkung, Laury Lucien and Cameryn Mercurio.



Involved fees earner: Louis Goldberg – Davis Polk & Wardwell; Laura Turano – Davis Polk & Wardwell; Erin Walsh – Davis Polk & Wardwell; Shanu Bajaj – Davis Polk & Wardwell; Edmond FitzGerald – Davis Polk & Wardwell; Tricia Walsh – Davis Polk & Wardwell; Ronan Harty – Davis Polk & Wardwell; Lawrence Wieman – Davis Polk & Wardwell; Rachel Kleinberg – Davis Polk & Wardwell; Pritesh P. Shah – Davis Polk & Wardwell; Jeffrey Mittleman – Holland & Knight; Courtney Groh – Holland & Knight; Jenna Bigornia – Holland & Knight; Andrea Eichman – Holland & Knight; Ilenna Stein – Holland & Knight; David Weissman – Holland & Knight; Andrew Namkung – Holland & Knight; Laury Lucien – Holland & Knight; Cameryn Mercurio – Holland & Knight;

Law Firms: Davis Polk & Wardwell; Holland & Knight;

Clients: PharMerica Corporation;



Author: Ambrogio Visconti