Cencora, Inc. Enters Material Definitive Agreement
Ticker: COR · Form: 8-K · Filed: May 24, 2024 · CIK: 1140859
| Field | Detail |
|---|---|
| Company | Cencora, INC. (COR) |
| Form Type | 8-K |
| Filed Date | May 24, 2024 |
| Risk Level | medium |
| Pages | 3 |
| Reading Time | 3 min |
| Key Dollar Amounts | $0.01, $215.1244, $400 million |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-agreement
TL;DR
Cencora just signed a big deal, details TBD.
AI Summary
On May 22, 2024, Cencora, Inc. entered into a material definitive agreement. The filing does not disclose specific details of the agreement or any associated dollar amounts or parties involved.
Why It Matters
This filing indicates a significant new contract or partnership for Cencora, Inc., which could impact its future business operations and financial performance.
Risk Assessment
Risk Level: medium — The lack of specific details in the filing regarding the material definitive agreement introduces uncertainty about its nature and potential impact.
Key Players & Entities
- Cencora, Inc. (company) — Registrant
- May 22, 2024 (date) — Date of earliest event reported
FAQ
What is the nature of the material definitive agreement entered into by Cencora, Inc.?
The filing does not specify the nature of the material definitive agreement.
Who are the other parties involved in this material definitive agreement?
The filing does not disclose the names of the other parties involved in the agreement.
Are there any financial commitments or dollar amounts associated with this agreement?
The filing does not provide any information regarding financial commitments or dollar amounts related to the agreement.
When was the material definitive agreement officially entered into?
The earliest event reported in the filing related to this agreement is May 22, 2024.
What is the purpose of this 8-K filing for Cencora, Inc.?
The purpose of this 8-K filing is to report the entry into a material definitive agreement, as well as provide Regulation FD Disclosure and Financial Statements and Exhibits.
Filing Stats: 752 words · 3 min read · ~3 pages · Grade level 9.8 · Accepted 2024-05-24 16:05:29
Key Financial Figures
- $0.01 — f the Company's common stock, par value $0.01 per share (the "Common Stock"), directl
- $215.1244 — e "Repurchase") at a price per share of $215.1244. The Repurchase was consummated on May
- $400 million — any in the Repurchase was approximately $400 million. The Repurchase was made under the Comp
Filing Documents
- tm2415486d1_8k.htm (8-K) — 29KB
- tm2415486d1_ex10-1.htm (EX-10.1) — 45KB
- tm2415486d1_ex99-1.htm (EX-99.1) — 8KB
- tm2415486d1_ex99-1img001.jpg (GRAPHIC) — 7KB
- 0001104659-24-065122.txt ( ) — 274KB
- cor-20240522.xsd (EX-101.SCH) — 3KB
- cor-20240522_lab.xml (EX-101.LAB) — 33KB
- cor-20240522_pre.xml (EX-101.PRE) — 22KB
- tm2415486d1_8k_htm.xml (XML) — 3KB
01. Entry into a Material Definitive
Item 1.01. Entry into a Material Definitive Agreement. On May 22, 2024, Cencora, Inc. (the "Company") entered into a share repurchase agreement (the "Share Repurchase Agreement") with Walgreens Boots Alliance Holdings LLC (the "Selling Stockholder"), pursuant to which the Company agreed to repurchase 1,859,390 shares of the Company's common stock, par value $0.01 per share (the "Common Stock"), directly from the Selling Stockholder (the "Repurchase") at a price per share of $215.1244. The Repurchase was consummated on May 24, 2024. The aggregate price paid by the Company in the Repurchase was approximately $400 million. The Repurchase was made under the Company's share repurchase programs and the repurchased shares will be held in treasury. After giving effect to the impact of the Repurchase, the Selling Stockholder owns 24,418,171 shares of Common Stock, which represents approximately 12% of the 196,928,527 total outstanding shares of Common Stock of the Company (based on 198,787,917 shares of Common Stock outstanding as of May 22, 2024, less the 1,859,390 shares of Common Stock repurchased in the Repurchase). The foregoing description of the Share Repurchase Agreement is qualified in its entirety by reference to the full text of the Share Repurchase Agreement filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated by reference herein.
01. Regulation
Item 7.01. Regulation FD Disclosure. On May 22, 2024, the Company issued a press release announcing the Repurchase described under Item 1.01 of this Current Report on Form 8-K and raising its fiscal year 2024 adjusted diluted earnings per share guidance. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information in this Item 7.01, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that Section and shall not be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended, or the Exchange Act, except as otherwise expressly stated in such filing.
01. Financial
Item 9.01. Financial (d) Exhibits. Exhibit Number Description 10.1 Share Repurchase Agreement, dated as of May 22, 2024, by and between Cencora, Inc. and Walgreens Boots Alliance Holdings LLC. 99.1 News Release of Cencora, Inc., dated May 22, 2024. 104 Cover Page Interactive Data File (formatted as inline XBRL)
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Cencora, Inc. May 24, 2024 By: /s/ James F. Cleary Name: James F. Cleary Title: Executive Vice President and Chief Financial Officer