Walgreens prices, gives early results of tender offer, upsizes to $3.3 billion

By Wendy Van Sickle

Columbus, Ohio, April 23 – Walgreens Boots Alliance, Inc. announced the pricing, early results and upsizing of its tender for eight series of notes on Friday, according to multiple press releases.

The company is increasing the total amount of notes it will accept to $3.3 billion from $2.75 billion.

Around $3.75 billion of notes were tendered, and not withdrawn, by the 5 p.m. ET April 22 deadline.

The amount of notes tendered and accepted for each series in the offer are as follows, with the total consideration listed per $1,000 principal amount:

• $627,629,000 tendered and accepted of the $1.5 billion 4.8% notes due 2044 (Cusip: 931427AC2) for $1,180.82, based on the 1.625% U.S. Treasury due Nov. 15, 2050 plus 138 basis points;

• $233,685,000 tendered and accepted of the $500 million 4.4% notes due 2042 issued by Walgreens Co. (Cusip: 931422AK5) for $1,125.78, based on the 1.625% U.S. Treasury due Nov. 15, 2050 plus 130 bps;

• $277,509,000 tendered and accepted of the $600 million of 4.65% notes due 2046 (Cusip: 931427AR9) for $1,164.08, based on the 1.625% U.S. Treasury due Nov. 15, 2050 plus 138 bps;

• $196,704,000 tendered and accepted of the $500 million 4.5% notes due 2034 (Cusip: 932437AB4) for $1,177.08, based on the 1.125% U.S. Treasury due Feb. 15, 2031 plus 130 bps;

• $335.53 million tendered and $200 million accepted of the $1 billion 4.1% notes due 2050 (CUSIP: 931427AT5), subject to a $200 million tender cap, for $1,078.33, based on 1.625% U.S. Treasury due Nov. 15, 2050 plus 140 bps;

• $468,593,000 tendered and accepted of the $1.2 billion 3.1% notes due 2022 issued by Walgreen Co. (Cusip: 931422AH2), subject to a $500 million tender cap, for $1,038.13, based on the 1.5% U.S. Treasury due Sept. 15, 2022 plus 22 bps;

• $843,168,000 tendered and accepted of the $2 billion 3.8% notes due 2024 (Cusip: 931427AHI) for $1,099.32, based on the 0.25% U.S. Treasury due March 15, 2024 plus 45 bps; and

• $697,575,000 tendered and $452,714,000 accepted of the $1.9 billion 3.45% notes due 2026 (Cusip: 931427AQ1) for $1,100.93, based on the 0.75% U.S. Treasury due March 31, 2026 plus 48 bps.

The tender caps for the 4.1% notes due 2050 and the 3.1% notes due 2022 are unchanged with the upsizing of the offer.

Pricing took place at 10 a.m. ET on April 23.

The offer will expire at midnight ET on May 7; however, the offer is oversubscribed and no more notes will be accepted for purchase.

Holders who tendered their notes prior to the 5 p.m. ET early tender deadline on April 22 will receive the total consideration including a $30 per $1,000 bond early tender premium.

Early settlement is expected on April 26.

Wells Fargo Securities (866 309-6316 or 704 410-4759), BofA Securities (980 387-3907), HSBC (888 HSBC-4LM or 212 525-5552) and J.P. Morgan at (917 721-9052 or 866 834-4666) are acting as dealer managers.

Global Bondholder Services Corp. (212 430-3774; 866 470-3800; contact@gbsc-usa.com or https://www.gbsc-usa.com/walgreens/) is acting as information and tender agent.

Walgreens is a Deerfield, Ill.-based drugstore chain.

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