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Walgreens to be acquired by private-equity firm for $10 billion

Lisa Schencker, Chicago Tribune on

Published in Business News

Walgreens Boots Alliance is being acquired by a private-equity firm for about $10 billion, the retail pharmacy giant announced Thursday.

An entity affiliated with Sycamore Partners will acquire Deerfield-based Walgreens in a deal that will take the company private. Sycamore is a New York-based private-equity firm specializing in retail, consumer and distribution-related investments.

The company will continue to operate under the names Walgreens and Boots, and its headquarters will remain in the Chicago area, according to a news release. The deal is expected to close in the fourth quarter, pending shareholder and regulatory approval.

“While we are making progress against our ambitious turnaround strategy, meaningful value creation will take time, focus and change that is better managed as a private company,” Walgreens CEO Tim Wentworth said in the news release. “Sycamore will provide us with the expertise and experience of a partner with a strong track record of successful retail turnarounds.”

The transaction is valued at up to $23.7 billion when including debt. A Walgreens spokesperson said the company “had no further information to share” when asked Thursday if the deal would lead to further job losses at the company. Sycamore did not immediately respond to a request for comment on the question.

Speculation has swirled for months about the private-equity deal that was announced Thursday.

Under the terms of the deal, shareholders are to receive $11.45 per share when the acquisition closes, with another one-time right to receive up to $3 per share based on proceeds of divesting certain health care assets. The $11.45 represents a premium of 29% to Walgreens’ closing share price of $8.85 on Dec. 9, the day before media started reporting news of a potential deal.

The deal follows years of struggles for Walgreens, which has been grappling with industry-wide challenges including issues related to medication reimbursements as well as changing consumer habits. Walgreens has also been dealing with the fallout from a previous attempt to become more of a health care destination by investing billions of dollars into primary care provider VillageMD, with plans to put Village Medical clinics in 1,000 of its stores by 2027. Walgreens later reversed course on that plan.

In response to those challenges and others, Walgreens announced plans in October to shutter 1,200 stores over the next three years, including in Chicago. Walgreens has also been slashing costs for years, including through layoffs in Illinois and other locations. Walgreens also recently suspended its practice of paying cash dividends to stockholders for the first time in 92 years.

Wentworth had previously unveiled a plan to turn the company around, partly by refocusing on its historic work as a retail pharmacy operation.

 

The move to take Walgreens private could help the business in the long run, said Howard Gutman, private equity strategy and coverage lead at management consulting firm MorganFranklin Consulting.

Walgreens is likely, under Sycamore, to be separated into smaller parts, with some of those parts potentially sold off, Gutman said.

“It’s no different than a lot of other companies that have multiple divisions and have to separate or divide in some fashion to do their best by their workers and shareholders,” Gutman said.

Some, however, worry about yet another health care-related company being controlled by private equity.

“We’ve seen with private equity-owned health care companies —- hospitals, clinics, other service companies —- we see in order to get the profits the private-equity firm has a goal of, they usually embark on heavy cost cutting,” said Matthew Parr, a spokesperson for the Private Equity Stakeholder Project, based in Chicago. “Sometimes that means cutting services.”

That could be a concern for patients who rely on Walgreens to get their medications, he said. “It might be the only pharmacy in their community,” he said.

Under the deal, Walgreens Executive Chairman Stefano Pessina, who owns 17% of Walgreens’ shares, will vote all his shares in favor of the transaction and then reinvest in the company acquiring Walgreens. The Walgreens board of directors unanimously approved the deal, with Pessina recused from the deliberations and approval.

“This transaction reflects our confidence in (Walgreens’) pharmacy-led model and essential role in driving better outcomes for patients, customers and communities,” Stefan Kaluzny, managing director of Sycamore Partners, said in the release.

Walgreens has about 12,500 locations across the U.S., Europe and Latin America, and Walgreens Boots Alliance employs about 311,000 people.


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