AmerisourceBergen Divests Canadian Pharmaceutical Distribution Business

  AmerisourceBergen Divests Canadian Pharmaceutical Distribution Business

Business Wire

VALLEY FORGE, Pa. -- March 28, 2013

AmerisourceBergen Corporation (NYSE: ABC) today announced that it has signed a
definitive agreement to sell its Canadian pharmaceutical distribution
business, AmerisourceBergen Canada Corporation (ABCC), to Kohl & Frisch
Limited, a Canadian-owned national full-line distributor. The transaction is
expected to close in the third quarter of fiscal 2013, and is subject to
customary closing conditions, including certain regulatory approvals.
AmerisourceBergen will retain its Canadian specialty business.

The estimated sale price is expected to be between $80 million and $100
million, of which approximately half will be financed by AmerisourceBergen. As
a result of the agreement, the Company expects to record an estimated loss on
sale and other impairment charges of between $160 million and $180 million
when it reports its quarterly results for the March quarter of fiscal 2013.
This estimated loss on sale, in addition to ABCC’s operating losses, will be
reported within discontinued operations. ABCC represented approximately 2
percent of AmerisourceBergen’s total revenues.

Due to the impact of the sale, AmerisourceBergen has revised its financial
performance expectations for fiscal year 2013. The Company now expects revenue
growth in the range of 8 to 10 percent and it has increased its estimated
earnings per share from continuing operations for fiscal 2013 from a range of
$2.96 to $3.06 to a range of $3.04 to $3.14. The revised earnings per share
range does not include the impact of significant one-time expenses anticipated
as a result of the previously disclosed new strategic long-term relationship
with Walgreen Co. and Alliance Boots, GmbH, including a LIFO expense due to an
anticipated inventory build and recurring non-cash expenses relating to the
equity warrants issued in connection with the new relationship. The Company
continues to expect free cash flow in the range of $100 million to $200
million, and to repurchase approximately $400 million of common stock in
fiscal 2013.

About AmerisourceBergen

AmerisourceBergen is one of the world's largest pharmaceutical services
companies serving the United States, Canada and selected global markets.
Servicing both healthcare providers and pharmaceutical manufacturers in the
pharmaceutical supply channel, the Company provides drug distribution and
related services designed to reduce costs and improve patient outcomes.
AmerisourceBergen's service solutions range from niche premium logistics and
pharmaceutical packaging to reimbursement and pharmaceutical consulting
services. With over $80 billion in annualized revenue, AmerisourceBergen is
headquartered in Valley Forge, PA, and employs approximately 13,000 people.
AmerisourceBergen is ranked #29 on the Fortune 500 list. For more information,
go to www.amerisourcebergen.com.

Cautionary Note Regarding Forward-Looking Statements

Certain of the statements contained in this press release are "forward-looking
statements" within the meaning of Section 27A of the Securities Act of 1933
and Section 21E of the Securities Exchange Act of 1934. Words such as
“expect,” “likely,” “outlook,” “forecast,” “would,” “could,” “should,” “can,”
“will,” “project,” “intend,” “plan,” “continue,” “sustain,” “synergy”, “on
track,” “believe,” “seek,” “estimate,” “anticipate,” “may,” “possible,”
“assume,” variations of such words and similar expressions are intended to
identify such forward-looking statements. These statements are based on
management's current expectations and are subject to uncertainty and change in
circumstances. These statements are not guarantees of future performance, are
based on assumptions that could prove incorrect or could cause actual results
to vary materially from those indicated. Among the factors that could cause
actual results to differ materially from those projected, anticipated or
implied are the following: changes in pharmaceutical market growth rates; the
loss of one or more key customer or supplier relationships; changes in
customer mix; customer delinquencies, defaults or insolvencies; supplier
defaults or insolvencies; changes in pharmaceutical manufacturers' pricing and
distribution policies or practices; adverse resolution of any contract or
other dispute with customers or suppliers; federal and state government
enforcement initiatives to detect and prevent suspicious orders of controlled
substances and the diversion of controlled substances; qui tam litigation for
alleged violations of fraud and abuse laws and regulations and/or any other
laws and regulations governing the marketing, sale, purchase, and/or
dispensing of pharmaceutical products or services and any related litigation,
including shareholder derivative lawsuits; changes in federal and state
legislation or regulatory action affecting pharmaceutical product pricing or
reimbursement policies, including under Medicaid and Medicare; changes in
regulatory or clinical medical guidelines and/or labeling for the
pharmaceutical products we distribute; price inflation in branded
pharmaceuticals and price deflation in generics; greater or less than
anticipated benefit from launches of the generic versions of previously
patented pharmaceutical products; significant breakdown or interruption of our
information technology systems; our inability to realize the anticipated
benefits of the implementation of an enterprise resource planning (ERP)
system; interest rate and foreign currency exchange rate fluctuations; risks
associated with international business operations, including non-compliance
with the U.S. Foreign Corrupt Practices Act, anti-bribery laws and economic
sanctions and import laws and regulations; economic, business, competitive
and/or regulatory developments outside of the United States; risks associated
with the strategic, long-term relationship among Walgreen Co., Alliance Boots
GmbH, and AmerisourceBergen, including the failure to obtain the required U.S.
and foreign antitrust regulatory approvals for the equity investments by
Walgreens and Alliance Boots in AmerisourceBergen, the occurrence of any
event, change or other circumstance that could give rise to the termination,
cross-termination or modification of any of the transaction documents among
the parties (including, among others, the distribution agreement or the
generics agreement), an impact on our earnings per share resulting from the
issuance of the warrants, an inability to realize anticipated benefits
(including benefits resulting from participation in the Walgreens Boots
Alliance Development GmbH joint venture), the disruption of
AmerisourceBergen’s cash flow and ability to return value to its stockholders
in accordance with its past practices, disruption of or changes in vendor,
payer and customer relationships and terms, and the reduction of
AmerisourceBergen’s operational, strategic or financial flexibility; the
acquisition of businesses that do not perform as we expect or that are
difficult for us to integrate or control; our inability to successfully
complete any other transaction that we may wish to pursue from time to time;
changes in tax laws or legislative initiatives that could adversely affect our
tax positions and/or our tax liabilities or adverse resolution of challenges
to our tax positions; increased costs of maintaining, or reductions in our
ability to maintain, adequate liquidity and financing sources; volatility and
deterioration of the capital and credit markets; and other economic, business,
competitive, legal, tax, regulatory and/or operational factors affecting our
business generally. Certain additional factors that management believes could
cause actual outcomes and results to differ materially from those described in
forward-looking statements are set forth (i) in Item 1A (Risk Factors) in the
Company's Annual Report on Form 10-K for the fiscal year ended September 30,
2012 and elsewhere in that report and (ii) in other reports filed by the
Company pursuant to the Securities Exchange Act of 1934. You are cautioned not
to place undue reliance on these forward-looking statements, which speak only
as of the date they are made. Except to the extent required by law,
AmerisourceBergen does not undertake, and expressly disclaims, any duty or
obligation to publicly update any forward-looking statement after the date of
this report, whether as a result of new information, future events, changes in
assumptions or otherwise.

Contact:

AmerisourceBergen Corporation
Barbara Brungess, 610-727-7199
bbrungess@amerisourcebergen.com
 
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