AmerisourceBergen said Tuesday the new stock buyback program will facilitate the execution of its previously announced warrant hedging strategy as well as mitigate the dilution of shareholders’ ownership interests that may result from the issuance of common stock upon exercise of the warrants issued in March 2013.
The drug distributor recently completed the April 2015 $1 billion special share repurchase program, which was preceded by a $650 million special share repurchase program completed in May 2014.
AmerisourceBergen said it expects the new $2.4 billion program to be sufficient to offset the remaining share dilution from future warrant exercises, with about $140 million expected to be used in connection with call options expiring in October 2015, $700 million expected to be used in tandem with capped calls expiring in 2016, and $715 million expected to be used in connection with capped calls expiring in 2017. The remainder available under the new special program would be used for discretionary repurchases to supplement the hedging activities.
“We are very pleased that we have recently made significant progress towards further offsetting the expected impact from warrant exercises in 2017, after having essentially fully covered the expected impact from the 2016 warrants during our June 2015 quarter,” AmerisourceBergen president and chief executive officer Steven Collis said in a statement. “With our cash flow generation, we have tremendous flexibility to mitigate the remaining impact of the warrants either through share repurchases, hedging activities or strategic acquisitions.”
The warrants were issued as part of the long-term partnership AmerisourceBergen announced in March 2013 with Walgreen Co. and Alliance Boots, which have since merged to form Walgreens Boots Alliance Inc.
Subsidiaries of Walgreens Boots Alliance were collectively issued warrants to buy up to 22,696,912 shares of AmerisourceBergen common stock at $51.50 per share during a six-month period starting in March 2016, as well as warrants to purchase up to 22,696,912 shares of AmerisourceBergen common stock at $52.50 per share during a six-month period beginning in March 2017.