Rite Aid shareholders ready to vote on WBA deal

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CAMP HILL, Pa. — Rite Aid Corp. stockholders will vote next month on the company’s merger with Walgreens Boots Alliance (WBA).

Rite Aid has scheduled a February 4 special stockholders meeting for the balloting. Stockholders as of the close of business on December 18 will be eligible to vote.

Rite Aid and WBA also announced that, as expected, each company had received a request for additional information on the merger from the Federal Trade Commission. This second request was issued under notification requirements of the Hart-Scott-Rodino Antitrust Improvement Act and is a standard part of the regulatory process.

The effect of the second request is to extend the waiting period imposed by the HSR Act until 30 days after WBA and Rite Aid have substantially complied with the request, unless that period is extended voluntarily by the parties or terminated sooner by the FTC. WBA and Rite Aid have been cooperating with the FTC staff since shortly after the announcement of the proposed acquisition. Both companies expect the transaction to close in the second half of 2016.

WBA agreed in October to acquire Rite Aid for $9 per share, or $17.2 billion, including debt. The price represents a premium of 48% over Rite Aid’s closing price on October 26.

The WBA-Rite Aid deal would be the largest outright purchase of a chain in the chain drug industry’s history.

The acquisition adds Rite Aid’s nearly 4,600 stores in 31 states to Walgreens’ 8,173 nationwide, although closings will be required to meet antitrust regulations. Worldwide, WBA has over 13,100 outlets in 11 countries. Rite Aid had fiscal 2015 revenues of $26.5 billion, compared to WBA’s net sales of $103.4 billion.

Stefano Pessina, executive vice chairman and chief executive officer of WBA, said the company knew it needed to add to its national presence and coverage. “This combination will further strengthen our commitment to making quality health care accessible to more customers and patients,” he said.

Rite Aid chairman and CEO John Standley said the deal enhances the Pennsylvania-based chain’s capacity to meet the health and wellness needs of customers while delivering significant value to shareholders. “This transaction is a testament to the hard work of all our associates to deliver a higher level of care to the patients and communities we serve. Together with Walgreens Boots Alliance, the Rite Aid team can continue to build upon this great work through access to increased capital that will enhance our store base and expand opportunities as part of the first global pharmacy-led, health and well-being ­enterprise.”



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