Walgreens Boots Alliance(WBA) has entered into “a definitive agreement” to be acquired by Sycamore Partners, a private equity firm specializing in retail, consumer and distribution-related investments.
“The total value of the transaction represents up to $23.7 billion (£18.3 billion),” the company announced late last night (6).
The transaction is expected to close in the fourth quarter calendar year 2025, subject to customary closing conditions, including approval by WBA shareholders and regulatory clearance.
“Upon completion of the transaction, WBA’s common stock will no longer be listed on the Nasdaq Stock Market, and WBA will become a private company,” the company said.
“Leveraging WBA’s healthcare expertise and Sycamore’s established leadership in retail and consumer services, WBA will be better positioned to become the first choice for pharmacy, retail and health services.”
The company added that it will continue to operate under Walgreens, Boots and its trusted portfolio of consumer brands.
Tim Wentworth, CEO of WBA, emphasised the company’s commitment to “making healthcare delivery more effective, convenient and affordable” amid “a rapidly evolving pharmacy industry and an increasingly complex and competitive retail landscape.”
“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,” Wentworth stated.
He noted that Sycamore’s strong track record of “successful retail turnarounds” will support WBA’s growth.
“The WBA Board considered all these factors in evaluating this transaction, and we believe this agreement provides shareholders premium cash value, with the ability to benefit from additional value creation going forward from monetization of the VillageMD businesses,” he added.
Stefan Kaluzny, managing director of Sycamore Partners, recognised that for years, Walgreens and Boots have been “integral to the lives of patients and customers.”
“Sycamore has deep respect for WBA’s talented and dedicated team members, and we are committed to stewarding the Company’s iconic brands,” he said.
He added that this transaction reflects their confidence in WBA’s pharmacy-led model and essential role in driving better outcomes for patients, customers and communities.
Under the terms of the agreement, WBA shareholders will receive total consideration consisting of $11.45 per share in cash and additional potential value of up to $3.00 in cash per WBA share from future monetization of VillageMD businesses.
“The cash consideration represents a premium of 29%, and the total consideration represents a premium of up to 63%, to the WBA closing share price of $8.85 on December 9, 2024, the day prior to the first media reports regarding a potential transaction,” the company said.
