WALGREENS BOOTS ALLIANCE, INC. (Exact Name of Registrant As Specified in Its Charter)
Total Page:16
File Type:pdf, Size:1020Kb
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 7, 2021 WALGREENS BOOTS ALLIANCE, INC. (Exact name of registrant as specified in its charter) Delaware 001-36759 47-1758322 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification Number) 108 Wilmot Road, Deerfield, Illinois 60015 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: (847) 315-2500 Not Applicable (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934: Trading Name of each exchange Title of each class Symbol(s) on which registered Common Stock, $0.01 par value WBA The Nasdaq Stock Market LLC 3.600% Walgreens Boots Alliance, Inc. notes due WBA25 The Nasdaq Stock Market LLC 2025 2.125% Walgreens Boots Alliance, Inc. notes due WBA26 The Nasdaq Stock Market LLC 2026 Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Item 2.02. Results of Operations and Financial Condition. On January 7, 2021, Walgreens Boots Alliance, Inc. (the “Company”) issued a press release announcing financial results for the fiscal quarter ended November 30, 2020 and related matters. A copy of this press release is furnished as Exhibit 99.1 hereto and is incorporated in this Item 2.02 by reference. The information in this Item 2.02, including the exhibit attached hereto, and the information under Item 7.01 below, shall not be deemed “filed” for 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. This information shall not be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference to such disclosure in this Form 8-K in such a filing. Item 7.01. Regulation FD Disclosure. On January 7, 2021, the Company is conducting a conference call and webcast beginning at 8:30 a.m. Eastern time regarding its results for the fiscal quarter ended November 30, 2020 and related matters. Slides prepared for the purposes of the conference call are available on the Company’s investor relations website at http://investor.walgreensbootsalliance.com. A link to the conference call will be available on the Company’s investor relations website at: http://investor.walgreensbootsalliance.com. Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit Description 99.1 Press Release of Walgreens Boots Alliance, Inc. dated January 7, 2021 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) SIGNATURE 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. WALGREENS BOOTS ALLIANCE, INC. Date: January 7, 2021 By: /s/ James Kehoe Title: Executive Vice President and Global Chief Financial Officer Exhibit 99.1 Walgreens Boots Alliance Fiscal 2021 First Quarter Results Exceed Expectations Company Accelerates Healthcare and Omnichannel Investments First quarter results, year-over-year • Sales increased 5.7 percent to $36.3 billion, up 5.2 percent on a constant currency basis • Loss per share was $0.36, compared to EPS of $0.95 in the year-ago quarter, including a $1.73 per share charge from the company’s equity earnings in AmerisourceBergen; Adjusted EPS decreased 11.2 percent to $1.22, down 11.6 percent on a constant currency basis, reflecting an estimated adverse COVID-19 impact of $0.26 to $0.30 per share • Net cash provided by operating activities was $1.2 billion, an increase of $134 million; Free cash flow was $763 million, an increase of $90 million, or 13 percent Fiscal 2021 outlook • Company maintained guidance of low single-digit growth in adjusted earnings per share at constant currency rates. Strategic transactions • Company executes portfolio transformation with divestiture of pharmaceutical wholesale business. For more information click here. • Company accelerates its investment in VillageMD and boosts the large-scale rollout of full-service primary care clinics in stores. For more information click here. DEERFIELD, Ill., Jan. 7, 2021 - Walgreens Boots Alliance, Inc. (Nasdaq: WBA) today announced financial results for the first quarter of fiscal 2021, which ended Nov. 30, 2020. Executive Vice Chairman and CEO Stefano Pessina said, “Our first quarter results exceeded expectations as we continue to deliver on our strategic priorities. As announced yesterday we have taken a major step forward in our transformation; we are divesting our pharmaceutical wholesale business with plans to use the proceeds to accelerate our investments in healthcare. While the business environment remains challenging, we are rising to the occasion with agility and discipline and we are confident in our outlook for adjusted EPS for the fiscal year. Our role in the healthcare system has never been more important, as the communities we serve continue to turn to our trusted brands and expert pharmacists. I am so proud of our teams and the historic and critical role they are playing to help the world emerge from the pandemic, administering COVID-19 vaccinations to frontline healthcare workers and vulnerable members of our society.” Overview of First Quarter Results WBA had fiscal 2021 first quarter sales of $36.3 billion, an increase of 5.7 percent from the year-ago quarter, and an increase of 5.2 percent on a constant currency basis1, reflecting growth in Retail Pharmacy USA and Pharmaceutical Wholesale. The company had an operating loss of $440 million in the first quarter, compared to operating income of $1.0 billion in the same quarter a year ago, entirely due to a $1.5 billion charge from the company’s equity earnings in AmerisourceBergen. Adjusted operating income was $1.3 billion, a decrease of 9.9 percent from the same quarter a year ago and a decrease of 10.1 percent on a constant currency basis. Net loss attributable to WBA2 was $308 million for the first quarter of fiscal 2021 compared with net profit of $845 million in the same quarter a year ago. The loss was entirely due to the AmerisourceBergen charge. Loss per share was $0.36, compared to earnings per share (EPS) of $0.95 in the same quarter a year ago. Adjusted net earnings decreased 13.9 percent to $1.1 billion, down 14.3 percent on a constant currency basis, compared with the same quarter a year ago. Adjusted EPS was $1.22, a decrease of 11.2 percent on a reported basis and a decrease of 11.6 percent on a constant currency basis, compared with the same quarter a year ago, reflecting an estimated adverse COVID-19 impact of $0.26 to $0.30 per share. Net cash provided by operating activities was $1.2 billion in the first quarter and free cash flow was $763 million, an increase of 13 percent compared with the year-ago quarter. Company Outlook The company maintained fiscal 2021 guidance of low single-digit growth in adjusted earnings per share at constant currency rates, with the profile skewed to opportunity: • The first quarter exceeded expectations, reflecting strength in Boots UK and Boots Opticians. • While the second quarter is expected to see higher adverse impacts from COVID-19 (including the weaker cough, cold and flu season), the company anticipates first-half fiscal 2021 adjusted EPS to be broadly in line with prior expectations. • On a full-year basis, the opportunity from the distribution of vaccinations is likely to be offset by COVID-19 related lock-downs and restrictions, and by increased growth investments. Progress on Strategic Priorities Selected highlights of the company’s recent progress on strategic initiatives - creating neighborhood health destinations around a more modern pharmacy, accelerating digitalization, transforming and restructuring the company’s retail offering and transformational cost management - include the following: • Walgreens pharmacists are playing a key, expanded role in fighting the COVID-19 pandemic. • Since COVID-19 testing began, Walgreens has administered more than 2.8 million tests. • Working with federal and state governments, Walgreens is vaccinating residents and staff at more than 35,000 long-term care facilities in 49 states. • Walgreens launched myWalgreens, a complete reinvention of its customer loyalty program. • Walgreens is now offering the fastest same-day retail pick-up in the U.S., with orders available in as little as 30 minutes. More than 1.7 million pick-up orders have been completed since launch in November.