DEERFIELD, Ill., September 10, 2012 - Walgreen Co. (NYSE: WAG) (NASDAQ: WAG) announced today that it has priced an underwritten public offering of senior notes consisting of:
- $550 million of floating rate notes due 2014;
- $750 million of 1.000% notes due 2015;
- $1.0 billion of 1.800% notes due 2017;
- $1.2 billion of 3.100% notes due 2022; and
- $500 million of 4.400% notes due 2042
The sale of the notes is expected to close on September 13, 2012. Walgreens intends to use the net proceeds from the offering to repay in full its borrowings under its unsecured 364-Day Bridge Term Loan Agreement, dated as of July 23, 2012 (and related costs and expenses), used to finance a portion of the cash consideration paid to complete its previously announced acquisition of a 45 percent equity interest in Alliance Boots GmbH, and for general corporate purposes, including its previously announced USA Drug acquisition.
The joint book-running managers for the offering are Goldman, Sachs & Co., Merrill Lynch, Pierce, Fenner & Smith Incorporated, J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC and Wells Fargo Securities, LLC.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state.
These securities are being offered pursuant to an effective shelf registration statement previously filed with the Securities and Exchange Commission. The offering may be made only by means of a prospectus and related prospectus supplement, copies of which may be obtained on the SEC website at http://www.sec.gov or by contacting Goldman, Sachs & Co. at Attn.: Prospectus Department, 200 West Street, New York, NY 10282, Tel.: 1-886-471-2526, Fax.: 1-212-902-9316, Email: prospectus-ny@email.gs.com, Merrill Lynch, Pierce, Fenner & Smith Incorporated at Attn.: Prospectus Department, 222 Broadway, 7th Floor, New York, NY 10038, Tel.: 1-800-294-1322, J.P. Morgan Securities LLC at Attn.: High Grade Syndicate Desk, 383 Madison Avenue, 3rd Floor New York, NY 10179, Tel.: 1-212-834-4533, Morgan Stanley & Co. LLC at Attn.: Prospectus Department, 180 Varick Street, New York, NY 10014, Tel.: 1-866-718-1649, or Wells Fargo Securities, LLC at Attn.: Capital Markets Client Support, 1525 West W.T. Harris Blvd., NC0675, Charlotte, NC 28262, Tel.: 1-800-326-5897.
About Walgreens
As the nation's largest drugstore chain with fiscal 2011 sales of $72 billion, Walgreens vision is to become America’s first choice for health and daily living. Each day, Walgreens provides nearly 6 million customers the most convenient, multichannel access to consumer goods and services and trusted, cost-effective pharmacy, health and wellness services and advice in communities across America. Walgreens scope of pharmacy services includes retail, specialty, infusion, medical facility and mail service, along with respiratory services. These services improve health out-comes and lower costs for payers including employers, managed care organizations, health systems, pharmacy benefit managers and the public sector. The company operates 7,929 drugstores in all 50 states, the District of Columbia and Puerto Rico. Take Care Health Systems is a Walgreens subsidiary that is the largest and most comprehensive manager of worksite health and wellness centers and in-store convenient care clinics, with more than 700 locations throughout the country.
Cautionary Note Regarding Forward-Looking Statements:
Statements in this release that are not historical are forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Words such as "expect," “likely,” "outlook," “forecast, "would," "could," "should," “can,” “will,” "project," "intend," "plan," "goal,” “continue," "sustain," “synergy,” "on track," "believe," "seek," "estimate," "anticipate," "may," “possible,” "assume," and variations of such words and similar expressions are intended to identify such forward-looking statements. These forward-looking statements are not guarantees of future performance and involve risks, assumptions and uncertainties, including, but not limited to, those described in Item 1A (Risk Factors) of Walgreens’ most recent Annual Report on Form 10-K and Quarterly Report on Form 10-Q, as amended, each of which is incorporated herein by reference, and in other documents that Walgreens files or furnishes with the Securities and Exchange Commission. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those indicated or anticipated by such forward-looking statements. Accordingly, 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, Walgreens does not undertake, and expressly disclaims, any duty or obligation to update publicly any forward-looking statement after the date of this release, whether as a result of new information, future events, changes in assumptions or otherwise.
Walgreens
Michael Polzin
847-315-2920
http://news.walgreens.com
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