-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Mh7/l23auhdgpaRAzAHdOuBW9AJb/uXNPXn2bZ7Z5RYY8PyQXxHnTdSuPIDvdOPw 0yXTx7PC6PjTf5JFl70BVw== 0000950123-09-057648.txt : 20091104 0000950123-09-057648.hdr.sgml : 20091104 20091104165200 ACCESSION NUMBER: 0000950123-09-057648 CONFORMED SUBMISSION TYPE: POSASR PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 20091104 DATE AS OF CHANGE: 20091104 EFFECTIVENESS DATE: 20091104 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AUTOMED TECHNOLOGIES INC CENTRAL INDEX KEY: 0001219011 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: POSASR SEC ACT: 1933 Act SEC FILE NUMBER: 333-162227-23 FILM NUMBER: 091158315 MAIL ADDRESS: STREET 1: 875 WOODLANDS PLWY CITY: VERNON HILL STATE: IL ZIP: 60061 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TELEPHARMACY SOLUTIONS INC CENTRAL INDEX KEY: 0001130289 FILING VALUES: FORM TYPE: POSASR SEC ACT: 1933 Act SEC FILE NUMBER: 333-162227-31 FILM NUMBER: 091158323 BUSINESS ADDRESS: STREET 1: 85 RANGEWAY ROAD CITY: BILLERICA STATE: MA ZIP: 01862 BUSINESS PHONE: 978-670-0746 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INTEGRATED COMMERCIALIZATION SOLUTIONS INC/CA CENTRAL INDEX KEY: 0001062258 IRS NUMBER: 752758166 STATE OF INCORPORATION: CA FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: POSASR SEC ACT: 1933 Act SEC FILE NUMBER: 333-162227-32 FILM NUMBER: 091158324 BUSINESS ADDRESS: STREET 1: 4000 METROPOLITAN DRIVE CITY: ORANGE STATE: CA ZIP: 92868 BUSINESS PHONE: 7143854000 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MEDICAL INITIATIVES INC CENTRAL INDEX KEY: 0001161198 IRS NUMBER: 593550338 STATE OF INCORPORATION: FL FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: POSASR SEC ACT: 1933 Act SEC FILE NUMBER: 333-162227-30 FILM NUMBER: 091158322 BUSINESS ADDRESS: STREET 1: 4000 METROPOLITAN DRIVE CITY: ORANGE STATE: CA ZIP: 92868 BUSINESS PHONE: 7143854000 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERISOURCEBERGEN CORP CENTRAL INDEX KEY: 0001140859 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-DRUGS PROPRIETARIES & DRUGGISTS' SUNDRIES [5122] IRS NUMBER: 233079390 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: POSASR SEC ACT: 1933 Act SEC FILE NUMBER: 333-162227 FILM NUMBER: 091158292 BUSINESS ADDRESS: STREET 1: 1300 MORRIS DRIVE CITY: CHESTERBROOK STATE: PA ZIP: 19087-5594 BUSINESS PHONE: 6107277000 MAIL ADDRESS: STREET 1: 1300 MORRIS DRIVE CITY: CHESTERBROOK STATE: PA ZIP: 19087-5594 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ASD SPECIALTY HEALTHCARE INC CENTRAL INDEX KEY: 0001161205 IRS NUMBER: 330800482 STATE OF INCORPORATION: CA FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: POSASR SEC ACT: 1933 Act SEC FILE NUMBER: 333-162227-29 FILM NUMBER: 091158321 BUSINESS ADDRESS: STREET 1: 4000 METROPOLITAN DRIVE CITY: ORANGE STATE: CA ZIP: 92868 BUSINESS PHONE: 7143854000 MAIL ADDRESS: STREET 1: 4000 METROPOLITAN DRIVE CITY: ORANGE STATE: CA ZIP: 92868 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LASH GROUP INC CENTRAL INDEX KEY: 0001161219 IRS NUMBER: 521663991 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: POSASR SEC ACT: 1933 Act SEC FILE NUMBER: 333-162227-11 FILM NUMBER: 091158303 BUSINESS ADDRESS: STREET 1: 4000 METROPOLITAN DRIVE CITY: ORANGE STATE: CA ZIP: 92868 BUSINESS PHONE: 7143854000 MAIL ADDRESS: STREET 1: 4000 METROPOLITAN DRIVE CITY: ORANGE STATE: CA ZIP: 92868 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERISOURCE HEALTH SERVICES CORP CENTRAL INDEX KEY: 0001161221 IRS NUMBER: 521489606 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: POSASR SEC ACT: 1933 Act SEC FILE NUMBER: 333-162227-28 FILM NUMBER: 091158320 BUSINESS ADDRESS: STREET 1: 4000 METROPOLITAN DRIVE CITY: ORANGE STATE: CA ZIP: 92868 BUSINESS PHONE: 7143854000 MAIL ADDRESS: STREET 1: 4000 METROPOLITAN DRIVE CITY: ORANGE STATE: CA ZIP: 92868 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERISOURCE HERITAGE CORP CENTRAL INDEX KEY: 0001161222 IRS NUMBER: 510382309 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: POSASR SEC ACT: 1933 Act SEC FILE NUMBER: 333-162227-27 FILM NUMBER: 091158319 BUSINESS ADDRESS: STREET 1: 4000 METROPOLITAN DRIVE CITY: ORANGE STATE: CA ZIP: 92868 BUSINESS PHONE: 7143854000 MAIL ADDRESS: STREET 1: 4000 METROPOLITAN DRIVE CITY: ORANGE STATE: CA ZIP: 92868 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HEALTH SERVICES CAPITAL CORP CENTRAL INDEX KEY: 0001161226 IRS NUMBER: 510294301 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: POSASR SEC ACT: 1933 Act SEC FILE NUMBER: 333-162227-26 FILM NUMBER: 091158318 BUSINESS ADDRESS: STREET 1: 4000 METROPOLITAN DRIVE CITY: ORANGE STATE: CA ZIP: 92868 BUSINESS PHONE: 7143854000 MAIL ADDRESS: STREET 1: 4000 METROPOLITAN DRIVE CITY: ORANGE STATE: CA ZIP: 92868 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PHARMACY HEALTHCARE SOLUTIONS LTD CENTRAL INDEX KEY: 0001161228 IRS NUMBER: 752661419 STATE OF INCORPORATION: TX FISCAL YEAR END: 0901 FILING VALUES: FORM TYPE: POSASR SEC ACT: 1933 Act SEC FILE NUMBER: 333-162227-25 FILM NUMBER: 091158317 BUSINESS ADDRESS: STREET 1: 4000 METROPOLITAN DRIVE CITY: ORANGE STATE: CA ZIP: 92868 BUSINESS PHONE: 7143854000 MAIL ADDRESS: STREET 1: 4000 METROPOLITAN DRIVE CITY: ORANGE STATE: CA ZIP: 92868 FILER: COMPANY DATA: COMPANY CONFORMED NAME: VALUE APOTHECARIES INC CENTRAL INDEX KEY: 0001161230 IRS NUMBER: 752660314 STATE OF INCORPORATION: TX FISCAL YEAR END: 0901 FILING VALUES: FORM TYPE: POSASR SEC ACT: 1933 Act SEC FILE NUMBER: 333-162227-24 FILM NUMBER: 091158316 BUSINESS ADDRESS: STREET 1: 4000 METROPOLITAN DRIVE CITY: ORANGE STATE: CA ZIP: 92868 BUSINESS PHONE: 7143854000 MAIL ADDRESS: STREET 1: 4000 METROPOLITAN DRIVE CITY: ORANGE STATE: CA ZIP: 92868 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Imedex, Inc. CENTRAL INDEX KEY: 0001352087 IRS NUMBER: 020601048 STATE OF INCORPORATION: GA FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: POSASR SEC ACT: 1933 Act SEC FILE NUMBER: 333-162227-22 FILM NUMBER: 091158314 BUSINESS ADDRESS: STREET 1: 70 TECHNOLOGY DRIVE CITY: ALPHARETTA STATE: GA ZIP: 30005 BUSINESS PHONE: 610-727-7000 MAIL ADDRESS: STREET 1: 1300 MORRIS DRIVE CITY: CHESTERBROOK STATE: PA ZIP: 19087-5594 FILER: COMPANY DATA: COMPANY CONFORMED NAME: IHS Acquisition XXX, Inc. CENTRAL INDEX KEY: 0001352088 IRS NUMBER: 522060810 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: POSASR SEC ACT: 1933 Act SEC FILE NUMBER: 333-162227-21 FILM NUMBER: 091158313 BUSINESS ADDRESS: STREET 1: 309 HENDERSON DRIVE CITY: SHARON HILL STATE: PA ZIP: 19079 BUSINESS PHONE: 610-727-7000 MAIL ADDRESS: STREET 1: 1300 MORRIS DRIVE CITY: CHESTERBROOK STATE: PA ZIP: 19087-5594 FILER: COMPANY DATA: COMPANY CONFORMED NAME: APS Enterprises Holding Company, Inc. CENTRAL INDEX KEY: 0001352089 IRS NUMBER: 233016067 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: POSASR SEC ACT: 1933 Act SEC FILE NUMBER: 333-162227-20 FILM NUMBER: 091158312 BUSINESS ADDRESS: STREET 1: 309 HENDERSON DRIVE CITY: SHARON HILL STATE: PA ZIP: 19079 BUSINESS PHONE: 610-727-7000 MAIL ADDRESS: STREET 1: 1300 MORRIS DRIVE CITY: CHESTERBROOK STATE: PA ZIP: 19087-5594 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Anderson Packaging, Inc. CENTRAL INDEX KEY: 0001352091 IRS NUMBER: 362653297 STATE OF INCORPORATION: IL FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: POSASR SEC ACT: 1933 Act SEC FILE NUMBER: 333-162227-19 FILM NUMBER: 091158311 BUSINESS ADDRESS: STREET 1: 4545 ASSEMBLY DRIVE CITY: ROCKFORD STATE: IL ZIP: 61109 BUSINESS PHONE: 610-727-7000 MAIL ADDRESS: STREET 1: 1300 MORRIS DRIVE CITY: CHESTERBROOK STATE: PA ZIP: 19087-5594 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AmerisourceBergen Holding CORP CENTRAL INDEX KEY: 0001352092 IRS NUMBER: 331123049 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: POSASR SEC ACT: 1933 Act SEC FILE NUMBER: 333-162227-18 FILM NUMBER: 091158310 BUSINESS ADDRESS: STREET 1: 1300 MORRIS DRIVE CITY: CHESTERBROOK STATE: PA ZIP: 19087-5594 BUSINESS PHONE: 610-727-7000 MAIL ADDRESS: STREET 1: 1300 MORRIS DRIVE CITY: CHESTERBROOK STATE: PA ZIP: 19087-5594 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Ambulatory Pharmaceutical Services, Inc. CENTRAL INDEX KEY: 0001352093 IRS NUMBER: 223125982 STATE OF INCORPORATION: NJ FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: POSASR SEC ACT: 1933 Act SEC FILE NUMBER: 333-162227-17 FILM NUMBER: 091158309 BUSINESS ADDRESS: STREET 1: 1020 WARBURTON AVE. CITY: YONKERS STATE: NY ZIP: 10701 BUSINESS PHONE: 914-965-0307 MAIL ADDRESS: STREET 1: 1300 MORRIS DRIVE CITY: CHESTERBROOK STATE: PA ZIP: 19087-5594 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Pharm Plus Acquisition, Inc. CENTRAL INDEX KEY: 0001352095 IRS NUMBER: 061640259 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: POSASR SEC ACT: 1933 Act SEC FILE NUMBER: 333-162227-16 FILM NUMBER: 091158308 BUSINESS ADDRESS: STREET 1: 15017-A CALIFA STREET CITY: VAN NUYS STATE: CA ZIP: 94111 BUSINESS PHONE: 610-727-7000 MAIL ADDRESS: STREET 1: 1300 MORRIS DRIVE CITY: CHESTERBROOK STATE: PA ZIP: 19087-5594 FILER: COMPANY DATA: COMPANY CONFORMED NAME: US Bioservices CORP CENTRAL INDEX KEY: 0001352099 IRS NUMBER: 043734758 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: POSASR SEC ACT: 1933 Act SEC FILE NUMBER: 333-162227-15 FILM NUMBER: 091158307 BUSINESS ADDRESS: STREET 1: 309 HENDERSON DRIVE CITY: SHARON HILL STATE: PA ZIP: 19079 BUSINESS PHONE: 610-727-7000 MAIL ADDRESS: STREET 1: 1300 MORRIS DRIVE CITY: CHESTERBROOK STATE: PA ZIP: 19087 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Specialty Pharmacy, Inc. CENTRAL INDEX KEY: 0001352519 IRS NUMBER: 233003463 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: POSASR SEC ACT: 1933 Act SEC FILE NUMBER: 333-162227-14 FILM NUMBER: 091158306 BUSINESS ADDRESS: STREET 1: 309 HENDERSON DRIVE CITY: SHARON HILL STATE: PA ZIP: 19079 BUSINESS PHONE: 610-727-7143 MAIL ADDRESS: STREET 1: 1300 MORRIS DRIVE CITY: CHESTERBROOK STATE: PA ZIP: 19087 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Specialty Pharmacy of California, Inc. CENTRAL INDEX KEY: 0001352520 IRS NUMBER: 233041534 STATE OF INCORPORATION: CA FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: POSASR SEC ACT: 1933 Act SEC FILE NUMBER: 333-162227-13 FILM NUMBER: 091158305 BUSINESS ADDRESS: STREET 1: 8685 WILSHIRE BLVD. STREET 2: SUITE 1 CITY: BEVERLY HILLS STATE: CA ZIP: 19079 BUSINESS PHONE: 610-727-7143 MAIL ADDRESS: STREET 1: 1300 MORRIS DRIVE CITY: CHESTERBROOK STATE: PA ZIP: 19087 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Solana Beach, Inc. CENTRAL INDEX KEY: 0001352523 IRS NUMBER: 593762480 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: POSASR SEC ACT: 1933 Act SEC FILE NUMBER: 333-162227-12 FILM NUMBER: 091158304 BUSINESS ADDRESS: STREET 1: 1300 MORRIS DRIVE CITY: CHESTERBROOK STATE: PA ZIP: 19087 BUSINESS PHONE: 610-727-7143 MAIL ADDRESS: STREET 1: 1300 MORRIS DRIVE CITY: CHESTERBROOK STATE: PA ZIP: 19087 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Xcenda, LLC CENTRAL INDEX KEY: 0001475996 IRS NUMBER: 043697141 STATE OF INCORPORATION: FL FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: POSASR SEC ACT: 1933 Act SEC FILE NUMBER: 333-162227-02 FILM NUMBER: 091158294 BUSINESS ADDRESS: STREET 1: C/O AMERISOURCEBERGEN CORPORATION STREET 2: 1300 MORRIS DRIVE CITY: CHESTERBROOK STATE: PA ZIP: 19087 BUSINESS PHONE: 610-727-7000 MAIL ADDRESS: STREET 1: C/O AMERISOURCEBERGEN CORPORATION STREET 2: 1300 MORRIS DRIVE CITY: CHESTERBROOK STATE: PA ZIP: 19087 FILER: COMPANY DATA: COMPANY CONFORMED NAME: International Physician Networks, L.L.C. CENTRAL INDEX KEY: 0001475997 IRS NUMBER: 522207795 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: POSASR SEC ACT: 1933 Act SEC FILE NUMBER: 333-162227-04 FILM NUMBER: 091158296 BUSINESS ADDRESS: STREET 1: C/O AMERISOURCEBERGEN CORPORATION STREET 2: 1300 MORRIS DRIVE CITY: CHESTERBROOK STATE: PA ZIP: 19087 BUSINESS PHONE: 610-727-7000 MAIL ADDRESS: STREET 1: C/O AMERISOURCEBERGEN CORPORATION STREET 2: 1300 MORRIS DRIVE CITY: CHESTERBROOK STATE: PA ZIP: 19087 FILER: COMPANY DATA: COMPANY CONFORMED NAME: I.g.G. of America, Inc. CENTRAL INDEX KEY: 0001475998 IRS NUMBER: 522062730 STATE OF INCORPORATION: MD FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: POSASR SEC ACT: 1933 Act SEC FILE NUMBER: 333-162227-05 FILM NUMBER: 091158297 BUSINESS ADDRESS: STREET 1: C/O AMERISOURCEBERGEN CORPORATION STREET 2: 1300 MORRIS DRIVE CITY: CHESTERBROOK STATE: PA ZIP: 19087 BUSINESS PHONE: 610-727-7000 MAIL ADDRESS: STREET 1: C/O AMERISOURCEBERGEN CORPORATION STREET 2: 1300 MORRIS DRIVE CITY: CHESTERBROOK STATE: PA ZIP: 19087 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Dialysis Purchasing Alliance, Inc. CENTRAL INDEX KEY: 0001475999 IRS NUMBER: 113381756 STATE OF INCORPORATION: NY FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: POSASR SEC ACT: 1933 Act SEC FILE NUMBER: 333-162227-06 FILM NUMBER: 091158298 BUSINESS ADDRESS: STREET 1: C/O AMERISOURCEBERGEN CORPORATION CITY: CHESTERBROOK STATE: PA ZIP: 19087 BUSINESS PHONE: 610-727-7000 MAIL ADDRESS: STREET 1: C/O AMERISOURCEBERGEN CORPORATION CITY: CHESTERBROOK STATE: PA ZIP: 19087 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Bellco Drug Corp. CENTRAL INDEX KEY: 0001476000 IRS NUMBER: 111963334 STATE OF INCORPORATION: NY FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: POSASR SEC ACT: 1933 Act SEC FILE NUMBER: 333-162227-07 FILM NUMBER: 091158299 BUSINESS ADDRESS: STREET 1: C/O AMERISOURCEBERGEN CORPORATION STREET 2: 1300 MORRIS DRIVE CITY: CHESTERBROOK STATE: PA ZIP: 19087 BUSINESS PHONE: 610-727-7000 MAIL ADDRESS: STREET 1: C/O AMERISOURCEBERGEN CORPORATION STREET 2: 1300 MORRIS DRIVE CITY: CHESTERBROOK STATE: PA ZIP: 19087 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AmerisourceBergen Specialty Group, Inc. CENTRAL INDEX KEY: 0001476001 IRS NUMBER: 264394862 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: POSASR SEC ACT: 1933 Act SEC FILE NUMBER: 333-162227-08 FILM NUMBER: 091158300 BUSINESS ADDRESS: STREET 1: C/O AMERISOURCEBERGEN CORPORATION STREET 2: 1300 MORRIS DRIVE CITY: CHESTERBROOK STATE: PA ZIP: 19087 BUSINESS PHONE: 610-727-7000 MAIL ADDRESS: STREET 1: C/O AMERISOURCEBERGEN CORPORATION STREET 2: 1300 MORRIS DRIVE CITY: CHESTERBROOK STATE: PA ZIP: 19087 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AmerisourceBergen Services Corp CENTRAL INDEX KEY: 0001476002 IRS NUMBER: 232546940 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: POSASR SEC ACT: 1933 Act SEC FILE NUMBER: 333-162227-10 FILM NUMBER: 091158302 BUSINESS ADDRESS: STREET 1: C/O AMERISOURCEBERGEN CORPORATION STREET 2: 1300 MORRIS DRIVE CITY: CHESTERBROOK STATE: PA ZIP: 19087 BUSINESS PHONE: 610-727-7000 MAIL ADDRESS: STREET 1: C/O AMERISOURCEBERGEN CORPORATION STREET 2: 1300 MORRIS DRIVE CITY: CHESTERBROOK STATE: PA ZIP: 19087 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AmerisourceBergen Drug Corp CENTRAL INDEX KEY: 0001476003 IRS NUMBER: 232353106 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: POSASR SEC ACT: 1933 Act SEC FILE NUMBER: 333-162227-01 FILM NUMBER: 091158293 BUSINESS ADDRESS: STREET 1: C/O AMERISOURCEBERGEN CORPORATION STREET 2: 1300 MORRIS DRIVE CITY: CHESTERBROOK STATE: PA ZIP: 19087 BUSINESS PHONE: 610-727-7000 MAIL ADDRESS: STREET 1: C/O AMERISOURCEBERGEN CORPORATION STREET 2: 1300 MORRIS DRIVE CITY: CHESTERBROOK STATE: PA ZIP: 19087 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Liberty Acquisition Corp. CENTRAL INDEX KEY: 0001476007 IRS NUMBER: 208743926 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: POSASR SEC ACT: 1933 Act SEC FILE NUMBER: 333-162227-03 FILM NUMBER: 091158295 BUSINESS ADDRESS: STREET 1: C/O AMERISOURCEBERGEN CORPORATION STREET 2: 1300 MORRIS DRIVE CITY: CHESTERBROOK STATE: PA ZIP: 19103 BUSINESS PHONE: 610-727-7000 MAIL ADDRESS: STREET 1: C/O AMERISOURCEBERGEN CORPORATION STREET 2: 1300 MORRIS DRIVE CITY: CHESTERBROOK STATE: PA ZIP: 19103 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Clinical Outcomes Resource Application Corp CENTRAL INDEX KEY: 0001476061 IRS NUMBER: 203391360 STATE OF INCORPORATION: NY FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: POSASR SEC ACT: 1933 Act SEC FILE NUMBER: 333-162227-09 FILM NUMBER: 091158301 BUSINESS ADDRESS: STREET 1: C/O AMERISOURCEBERGEN CORPORATION STREET 2: 1300 MORRIS DRIVE CITY: CHESTERBROOK STATE: PA ZIP: 19087 BUSINESS PHONE: 610-727-7000 MAIL ADDRESS: STREET 1: C/O AMERISOURCEBERGEN CORPORATION STREET 2: 1300 MORRIS DRIVE CITY: CHESTERBROOK STATE: PA ZIP: 19087 POSASR 1 w76113posasr.htm POSASR posasr
Table of Contents

As filed with the Securities and Exchange Commission on November 4, 2009
Registration No. 333-162227
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 
POST-EFFECTIVE AMENDMENT NO. 1
TO
FORM S-3
REGISTRATION STATEMENT UNDER
THE SECURITIES ACT OF 1933
 
AmerisourceBergen Corporation
(Exact name of registrant as specified in its charter)
     
Delaware   23-3079390
(State or other jurisdiction of   (I.R.S. Employer
incorporation or organization)   Identification Number)
1300 Morris Drive
Chesterbrook, PA 19087
(610) 727-7000

(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)
 
See Table of Additional Registrants Below
 
John G. Chou, Esq.
Senior Vice President, General Counsel and Secretary
AmerisourceBergen Corporation
1300 Morris Drive
Chesterbrook, PA 19087
(610) 727-7000

(Name, address, including zip code, and telephone number,
including area code, of agent for service)
 
Please address a copy of all communications to:
James W. McKenzie, Jr., Esq.
Michael F. Marino, Esq.
Morgan, Lewis & Bockius LLP
1701 Market Street
Philadelphia, Pennsylvania 19103
(215) 963-5000
 
Approximate date of commencement of proposed sale to the public: From time to time after the effective date of this registration statement.
     If the only securities being registered on this Form are being offered pursuant to dividend or interest reinvestment plans, please check the following box:   o
     If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933 other than securities offered only in connection with dividend or interest reinvestment plans, check the following box:   þ
     If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.   o
     If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.   o
     If this Form is a registration statement pursuant to General Instruction I.D. or a post-effective amendment thereto that shall become effective upon filing with the Commission pursuant to Rule 462(e) under the Securities Act, check the following box.   þ
     If this Form is a post-effective amendment to a registration statement filed pursuant to General Instruction I.D. filed to register additional securities or additional classes of securities pursuant to Rule 413(b) under the Securities Act, check the following box.   þ
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
             
Large accelerated filer þ   Accelerated filer o   Non-accelerated filer o   Smaller reporting company o
        (Do not check if a smaller reporting company)    
 
CALCULATION OF REGISTRATION FEE
                                             
 
                            Proposed        
                            Maximum        
        Amount     Proposed Maximum     Aggregate        
  Title Of Each Class of Securities To Be     To Be     Offering Price     Offering     Amount Of  
  Registered     Registered     per Unit     Price     Registration Fee  
 
Guarantees of Debt Securities (1)
      (2 )       (2 )       (2 )       (1 )(2)  
 
 
(1)   Guarantees of Debt Securities may be issued by those direct and indirect subsidiaries of AmerisourceBergen Corporation listed on the following page under the caption “Table of Additional Registrants.” Pursuant to Rule 457(n), no separate registration fee is payable in respect of the registration of the guarantees.
 
(2)   An indeterminate aggregate initial offering price or number of securities of each identified class is being registered as may from time to time be offered hereunder at indeterminate prices. Securities registered hereunder may be issued in primary offerings or upon exercise, conversion or exchange of other securities registered hereunder. Separate consideration may or may not be received for securities that are issuable on exercise, conversion or exchange of other securities or that are represented by depositary shares. In accordance with Rules 456(b) and 457(r) under the Securities Act of 1933, the registrant is deferring payment of the entire registration fee.
 
 

 


TABLE OF CONTENTS

PART II
Item 14. Other Expenses of Issuance and Distribution
Item 15. Indemnification of Directors and Officers
Item 16. Exhibits
Item 17. Undertakings
SIGNATURES
EXHIBIT INDEX
EX-5.2
EX-23.1


Table of Contents

TABLE OF ADDITIONAL REGISTRANTS
             
            Primary
        I.R.S.   Standard
        Employer   Industrial
    Jurisdiction of   Identification   Classification
Exact Name of Additional Registrants *   Incorporation   Number   Code Number
Ambulatory Pharmaceutical Services, Inc.
  New Jersey   22-3125982   5912
AmerisourceBergen Drug Corporation
  Delaware   23-2353106   5122
AmerisourceBergen Holding Corporation
  Delaware   33-1123049   6719
AmerisourceBergen Services Corporation
  Delaware   23-2546940   5122
AmerisourceBergen Specialty Group, Inc.
  Delaware   26-4394862   6719
AmeriSource Health Services Corporation
  Delaware   52-1489606   5122
AmeriSource Heritage Corporation
  Delaware   51-0382309   5122
Anderson Packaging, Inc.
  Illinois   36-2653297   7389
APS Enterprises Holding Company, Inc.
  Delaware   23-3016067   5912
ASD Specialty Healthcare, Inc.
  California   33-0800482   5122
AutoMed Technologies, Inc.
  Delaware   36-3932047   5047
Bellco Drug Corp.
  New York   11-1963334   5122
Clinical Outcomes Resource Application Corporation
  New York   20-3391360   8742
Dialysis Purchasing Alliance, Inc.
  New York   11-3381756   8742
Health Services Capital Corporation
  Delaware   51-0294301   6719
I.g.G. of America, Inc.
  Maryland   52-2062730   8099
IHS Acquisition XXX, Inc.
  Delaware   52-2060810   5912
Imedex, LLC
  Georgia   02-0601048   8299
Integrated Commercialization Solutions, Inc.
  California   75-2758166   8742
International Physician Networks, L.L.C.
  Delaware   52-2207795   8742
Liberty Acquisition Corp.
  Delaware   20-8743926   6719
Medical Initiatives, Inc.
  Florida   59-3550338   8099
Pharm Plus Acquisition, Inc.
  Delaware   06-1640259   5912
Pharmacy Healthcare Solutions, Ltd.
  Texas   75-2661419   8742
Solana Beach, Inc.
  Delaware   59-3762480   7372
Specialty Pharmacy, Inc.
  Delaware   23-3003463   5912
Specialty Pharmacy of California, Inc.
  California   23-3041534   5912
Telepharmacy Solutions, Inc.
  Delaware   04-3252233   5047
The Lash Group, Inc.
  Delaware   52-1663991   8742
US Bioservices Corporation
  Delaware   04-3734758   5912
Value Apothecaries, Inc.
  Texas   75-2660314   8742
Xcenda, LLC
  Florida   04-3697141   7389
 
*   Each additional registrant is a direct or indirect subsidiary of AmerisourceBergen Corporation. The address and telephone number of each additional registrant’s principal executive offices is c/o AmerisourceBergen Corporation, 1300 Morris Drive, Chesterbrook, Pennsylvania 19087, telephone (610) 727-7000. The name, address, and telephone number of the agent for service for each additional registrant is John G. Chou, Esq., Senior Vice President, General Counsel and Secretary, AmerisourceBergen Corporation, 1300 Morris Drive, Chesterbrook, Pennsylvania 19087, telephone (610) 727-7000.

 


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EXPLANATORY NOTE
This Post-Effective Amendment No. 1 to the Registration Statement on Form S-3 (Registration No. 333-162227) of AmerisourceBergen Corporation is being filed to: (i) add those direct and indirect subsidiaries of AmerisourceBergen Corporation listed on the preceding page under the caption “Table of Additional Registrants” (such subsidiaries are referred to herein as the “Subsidiary Guarantors”) as co-registrants to the Registration Statement to allow such Subsidiary Guarantors to guarantee Debt Securities of AmerisourceBergen Corporation that may be offered pursuant to the Registration Statement (such guarantees are referred to herein as “Guarantees of Debt Securities”), (ii) add Guarantees of Debt Securities to the Registration Statement, (iii) update the information in Part II with respect to the addition of the Subsidiary Guarantors, and (iv) file additional exhibits to the Registration Statement. No changes or additions are being made hereby to the base prospectus that already forms a part of the Registration Statement. Accordingly, such base prospectus is being omitted from this filing.

 


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PART II
INFORMATION NOT REQUIRED IN PROSPECTUS
Item 14. Other Expenses of Issuance and Distribution.
Set forth below are the estimated fees and expenses (other than underwriting discounts and commissions) to be incurred by the registrant in connection with the issuance and distribution of the securities registered hereby:
         
SEC registration fee
  $ (1 )
Rating agencies’ fees
    (2 )
Legal fees and expenses
    (2 )
Accounting fees and expenses
    (2 )
Trustees’ fees and expenses
    (2 )
Printing expenses
    (2 )
Blue sky fees and expenses
    (2 )
Miscellaneous
    (2 )
 
       
Total
  $ (2 )
 
(1)   Under Rules 456(b) and 457(r) under the Securities Act of 1933, applicable SEC registration fees have been deferred and will be paid at the time of any particular offering of securities under this registration statement, and are therefore not estimable at this time.
 
(2)   Estimated fees and expenses are not presently known. The foregoing sets forth the general categories of fees and expenses (other than underwriting discounts and commissions) that we anticipate we will incur in connection with the offering of securities under this registration statement. An estimate of the aggregate fees and expenses in connection with the issuance and distribution of securities offered hereby will be included in the prospectus supplement applicable to such offering.
Item 15. Indemnification of Directors and Officers.
     The following summary is qualified in its entirety by reference to the complete text of any statutes referred to below and the certificate of incorporation and bylaws of AmerisourceBergen Corporation.
     As permitted by the Delaware General Corporation Law (“DGCL”), our Amended and Restated Certificate of Incorporation, as amended, provides that our directors shall not be personally liable to us or our stockholders for monetary damages for breach of fiduciary duty as a director, except for liability (i) for any breach of the director’s duty of loyalty to us or our stockholders, (ii) for acts of omissions not in good faith or which involve intentional misconduct or a knowing violation of law, (iii) under Section 174 of the Delaware General Corporation Law, relating to prohibited dividends or distributions or the repurchase or redemption of stock, or (iv) for any transaction from which the director derives an improper personal benefit. In addition, our Amended and Restated Certificate of Incorporation provides for indemnification of our officers and directors to the fullest extent permitted under Delaware law. Section 145 of the DGCL provides that a corporation may indemnify any persons, including officers and directors, who were or are, or are threatened to be made, parties to any threatened, pending or completed legal action, suit or proceeding, whether civil, criminal, administrative or investigative (other than an action by or in the right of such corporation), by reason of the fact that such person was an officer, director, employee or agent of such corporation or is or was serving at the request of such corporation as an officer, director, employee or agent of another corporation, partnership, joint venture, trust or other enterprise. The indemnity may include expenses (including attorneys’ fees), judgments, fines and amounts paid in settlement actually and reasonably incurred by such person in connection with such action, suit or proceeding, provided such person acted in good faith and in a manner he or she reasonably believed to be in or not opposed to the corporation’s best interests and, for criminal proceedings, had no reasonable cause to believe that his or her conduct was unlawful. A Delaware corporation may

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indemnify officers and directors in an action by or in the right of the corporation under the same conditions, except that no indemnification is permitted without judicial approval if the officer or director is adjudged to be liable to the corporation. Where an officer or director is successful on the merits or otherwise in the defense of any action referred to above, the corporation must indemnify him against the expenses that such officer or director actually and reasonably incurred. Insofar as indemnification for liabilities arising under the Securities Act of 1933, as amended, may be permitted to directors, officers or persons controlling us pursuant to the foregoing provisions, we have been informed that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Securities Act and is therefore unenforceable.
     The laws of the states of incorporation or organization and/or the provisions of the articles or certificates of incorporation, formation or organization and the bylaws (or their equivalent) of substantially all of the Subsidiary Guarantors listed in the “Table of Additional Registrants” included in the Registration Statement, provide for the limitation of liability and indemnification of officers, directors, managers and persons performing similar functions, as applicable, of the Subsidiary Guarantors similar to those described above.
     AmerisourceBergen Corporation maintains insurance policies under which its directors and officers and the directors and officers of the Subsidiary Guarantors are insured, within the limits and subject to the limitations of the policies, against expenses in connection with the defense of actions, suits or proceedings, and certain liabilities that might be imposed as a result of such actions, suits or proceedings, to which they are parties by reason of being or having been directors or officers of AmerisourceBergen Corporation or the Subsidiary Guarantors.
     In addition, we currently provide indemnification to the officers and other individuals that serve on the committee that administers our employee benefit plans for liabilities that they may incur in such capacity.

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Item 16. Exhibits
     
Exhibit    
Number   Description of Exhibit
1.1
  Form of Underwriting Agreement *
 
   
3.1
  Amended and Restated Certificate of Incorporation, as amended, of AmerisourceBergen Corporation (incorporated by reference to Annex J to the joint proxy statement-prospectus forming a part of AmerisourceBergen Corporation’s Registration Statement on Form S-4/A, Registration No. 333-61440, filed July 5, 2001)
 
   
3.2
  Amendment to Amended and Restated Certificate of Incorporation, as amended, of AmerisourceBergen Corporation (incorporated by reference to Exhibit 3.2 to AmerisourceBergen Corporation’s Registration Statement on Form S-4, Registration No. 333-132017, filed February 23, 2006)
 
   
3.3
  Amended and Restated Bylaws of AmerisourceBergen Corporation (incorporated by reference to Exhibit 3(ii) to AmerisourceBergen Corporation’s Current Report on Form 8-K filed on November 13, 2007)
 
   
4.1
  Rights Agreement, dated as of August 27, 2001, between AmerisourceBergen Corporation and Mellon Investor Services LLC, including the Certificate of Designations of Series A Preferred Stock of AmerisourceBergen Corporation set forth at Exhibit C (incorporated by reference to Exhibit 1 to AmerisourceBergen Corporation’s Registration Statement on Form 8-A, filed August 29, 2001)
 
   
4.2
  Form of Certificate of Designations of Preferred Stock *
 
   
4.3
  Form of Indenture between AmerisourceBergen Corporation and U.S. Bank National Association **
 
   
4.4
  Form of Debt Security *
 
   
4.5
  Form of Depositary Agreement *
 
   
4.6
  Form of Depositary Receipt *
 
   
4.7
  Form of Warrant Agreement *
 
   
4.8
  Form of Warrant *
 
   
4.9
  Form of Purchase Contract *
 
   
4.10
  Form of Unit Agreement *
 
   
5.1
  Opinion of Morgan, Lewis & Bockius LLP **
 
   
5.2
  Opinion of Morgan, Lewis & Bockius LLP regarding the Guarantees of Debt Securities
 
   
12.1
  Computation of Ratio of Earnings to Fixed Charges **
 
   
23.1
  Consent of Ernst & Young LLP
 
   
23.2
  Consent of Morgan, Lewis & Bockius LLP (included in Exhibits 5.1 and 5.2)
 
   
24.1
  Power of Attorney (included on signature pages hereto and to the Registration Statement)
 
   
25.1
  Statement of Eligibility on Form T-1 of U.S. Bank National Association, to act as trustee under the Indenture *
 
*   To be filed, if necessary, by an amendment to the Registration Statement or as an exhibit to a document filed by the registrant and incorporated herein by reference, or with respect to a Statement of Eligibility on Form T-1, as a filing with the U.S. Securities and Exchange Commission under electronic form type “305B2”.
 
**   Previously filed as an exhibit to the Registration Statement.

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Item 17. Undertakings.
(a) The undersigned registrant hereby undertakes:
     (1) to file, during any period in which offers or sales are being made, a post-effective amendment to this registration statement:
          (i) to include any prospectus required by Section 10(a)(3) of the Securities Act of 1933;
          (ii) to reflect in the prospectus any facts or events arising after the effective date of the registration statement (or the most recent post-effective amendment thereof) which, individually or in the aggregate, represent a fundamental change in the information set forth in the registration statement. Notwithstanding the foregoing, any increase or decrease in volume of securities offered (if the total dollar value of securities offered would not exceed that which was registered) and any deviation from the low or high end of the estimated maximum offering range may be reflected in the form of prospectus filed with the SEC pursuant to Rule 424(b) if, in the aggregate, the changes in volume and price represent no more than a 20% change in the maximum aggregate offering price set forth in the “Calculation of Registration Fee” table in the effective registration statement; and
          (iii) to include any material information with respect to the plan of distribution not previously disclosed in the registration statement or any material change to such information in the registration statement;
Provided, however, that paragraphs (a)(1)(i), (a)(1)(ii) and (a)(1)(iii) of this section do not apply if the registration statement is on Form S-3 or Form F-3 and the information required to be included in a post-effective amendment by those paragraphs is contained in reports filed with or furnished to the Commission by the registrant pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 that are incorporated by reference in the registration statement, or is contained in a form of prospectus filed pursuant to Rule 424(b) that is part of the registration statement;
     (2) that, for the purpose of determining any liability under the Securities Act of 1933, each such post-effective amendment shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof;
     (3) to remove from registration by means of a post-effective amendment any of the securities being registered which remain unsold at the termination of the offering;
     (4) that, for the purpose of determining liability under the Securities Act of 1933 to any purchaser:
          (A) Each prospectus filed by the registrant pursuant to Rule 424(b)(3) shall be deemed to be part of the registration statement as of the date the filed prospectus was deemed part of and included in the registration statement; and
          (B) Each prospectus required to be filed pursuant to Rule 424(b)(2), (b)(5) or (b)(7) as part of a registration statement in reliance on Rule 430B relating to an offering made pursuant to Rule 415(a)(1)(i), (vii) or (x) for the purpose of providing the information required by Section 10(a) of the Securities Act of 1933 shall be deemed to be part of and included in the registration statement as of the earlier of the date such form of prospectus is first used after effectiveness or the date of the first contract of sale of securities in the offering described in prospectus. As provided in Rule 430B, for liability purposes of the issuer and any person that is at that date an underwriter, such date shall be deemed to be a new effective date of the registration statement relating to the securities in the registration statement to which the prospectus relates, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof. Provided, however, that no statement made in a registration statement or prospectus that is part of the registration statement or made in a document incorporated or deemed incorporated by reference into the registration statement or prospectus that is part of the registration statement will, as to a purchaser with a time of contract of sale prior to such effective date, supersede or modify any statement that was made in the registration statement or prospectus that was part of the registration statement or made in any such document immediately prior to such effective date; and

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     (5) that, for the purpose of determining liability of the registrant under the Securities Act of 1933 to any purchaser in the initial distribution of the securities, the undersigned registrant undertakes that in a primary offering of securities of the undersigned registrant pursuant to this registration statement, regardless of the underwriting method used to sell the securities to the purchaser, if the securities are offered or sold to such purchaser by means of any of the following communications, the undersigned registrant will be a seller to the purchaser and will be considered to offer or sell such securities to such purchaser:
          (i) Any preliminary prospectus or prospectus of the undersigned registrant relating to the offering required to be filed pursuant to Rule 424;
          (ii) Any free writing prospectus relating to the offering prepared by or on behalf of the undersigned registrant or used or referred to by the undersigned registrant;
          (iii) The portion of any other free writing prospectus relating to the offering containing material information about the undersigned registrant or its securities provided by or on behalf of an undersigned registrant; and
          (iv) Any other communication that is an offer in the offering made by the undersigned registrant to the purchaser.
(b) The undersigned registrant hereby undertakes that, for purposes of determining any liability under the Securities Act of 1933, each filing of the registrant’s annual report pursuant to Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934 (and, where applicable, each filing of an employee benefit plan’s annual report pursuant to Section 15(d) of the Securities Exchange Act of 1934) that is incorporated by reference in the registration statement shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof.
(c) The undersigned registrant hereby undertakes to deliver or cause to be delivered with the prospectus, to each person to whom the prospectus is sent or given, the latest annual report, to security holders that is incorporated by reference in the prospectus and furnished pursuant to and meeting the requirements of Rule 14a-3 or Rule 14c-3 under the Securities Exchange Act of 1934; and, where interim financial information required to be presented by Article 3 of Regulation S-X is not set forth in the prospectus, to deliver, or cause to be delivered to each person to whom the prospectus is sent or given, the latest quarterly report that is specifically incorporated by reference in the prospectus to provide such interim financial information.
(d) Insofar as indemnification for liabilities arising under the Securities Act of 1933 may be permitted to directors, officers and controlling persons of the registrant pursuant to the provisions described under Item 15 above, or otherwise, the registrant has been advised that in the opinion of the SEC such indemnification is against public policy as expressed in the Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the registrant of expenses incurred or paid by a director, officer or controlling person of the registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, the registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issue.
(e) The undersigned registrant hereby undertakes that:
     (1) For purposes of determining any liability under the Securities Act of 1933, the information omitted from the form of prospectus filed as part of this registration statement in reliance upon Rule 430A and contained in a form of prospectus filed by the registrant pursuant to Rule 424(b)(1) or (4) or 497(h) under the Securities Act shall be deemed to be part of this registration statement as of the time it was declared effective.
     (2) For purpose of determining any liability under the Securities Act of 1933, each post-effective amendment that contains a form of prospectus shall be deemed to be a new registration statement relating to the

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securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof.
(f) The undersigned registrant hereby undertakes to file an application for the purpose of determining the eligibility of the trustee to act under subsection (a) of section 310 of the Trust Indenture Act (“Act”) in accordance with the rules and regulations prescribed by the Commission under section 305(b)(2) of the Act.

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SIGNATURES
     Pursuant to the requirements of the Securities Act of 1933, the following registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned thereunto duly authorized in the City of Chesterbrook, Commonwealth of Pennsylvania, on November 4, 2009.
         
    AMERISOURCEBERGEN CORPORATION
 
       
 
  By:   /s/ R. David Yost                                              
 
       
 
  Name:   R. David Yost
 
  Title:   President and Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities indicated on the dates indicated.
         
Signature   Title   Date
 
       
/s/ R. David Yost                                          
 
  President, Chief Executive Officer and Director   November 4, 2009 
R. David Yost
  (Principal Executive Officer)    
 
       
/s/ Michael D. DiCandilo                                                       
 
                                      Michael D. DiCandilo
  Executive Vice President and Chief Financial Officer
(Principal Financial and Accounting Officer)
  November 4, 2009
 
       
                                   *                                    
 
Richard C. Gozon
  Director and Chairman    November 4, 2009
 
       
                                   *                                    
 
Charles H. Cotros
  Director    November 4, 2009
 
       
                                   *                                    
 
Richard W. Gochnauer
  Director    November 4, 2009
 
       
                                   *                                    
 
Edward E. Hagenlocker
  Director    November 4, 2009
 
       
                                   *                                    
 
Jane E. Henney, M.D.
  Director    November 4, 2009
 
       
                                   *                                    
 
Michael J. Long
  Director    November 4, 2009

 


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Signature   Title   Date
 
       
                                   *                                     
 
Henry W. McGee
  Director    November 4, 2009
 
             
*
  By:   /s/ John G. Chou                                     
 
John G. Chou
   
 
      Attorney-in-Fact    

 


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SIGNATURES
     Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned thereunto duly authorized in the City of Chesterbrook, Commonwealth of Pennsylvania, on November 4, 2009.
             
    AMBULATORY PHARMACEUTICAL SERVICES, INC.
APS ENTERPRISES HOLDING COMPANY
I.G.G. OF AMERICA, INC.
IHS ACQUISITION XXX, INC.
PHARM PLUS ACQUISITION, INC.
SPECIALTY PHARMACY, INC.
SPECIALTY PHARMACY OF CALIFORNIA, INC.
US BIOSERVICES CORPORATION
 
           
 
  By:   /s/ Mark Johnson                                 
 
                
 
  Name:   Mark Johnson    
 
  Title:   President    
The undersigned do hereby constitute and appoint R. David Yost, President and Chief Executive Officer of AmerisourceBergen Corporation, Mike D. DiCandilo, Executive Vice President and Chief Financial Officer of AmerisourceBergen Corporation, and John G. Chou, Senior Vice President, General Counsel and Secretary of AmerisourceBergen Corporation, and each of them acting singly, our true and lawful attorneys and agents, to sign for us or any of us in our names and in the capacities indicated below, any and all amendments (including post-effective amendments) to the Registration Statement and to file the same, with all exhibits thereto and other documents required in connection therewith, and to do any and all acts and things in our names and in the capacities indicated below, which said attorneys and agents, or any of them, may deem necessary or advisable to enable said corporation to comply with the Securities Act of 1933 and any rules, regulations, and requirements of the Securities and Exchange Commission, in connection with the Registration Statement; and we do hereby ratify and confirm all that the said attorneys and agents, or any of them, shall do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities indicated on the dates indicated.
         
Signature   Title   Date
 
       
/s/ Mark Johnson                                              
 
  President    November 4, 2009
Mark Johnson
  (Principal Executive Officer)    
 
       
/s/ Michael D. DiCandilo                                 
 
Michael D. DiCandilo
  Executive Vice President, Chief Financial Officer and Director (Principal Financial and Accounting Officer)   November 4, 2009
 
       
/s/ R. David Yost                                              
 
  Director    November 4, 2009
R. David Yost
       
 
       
/s/ John G. Chou                                               
 
  Director    November 4, 2009
John G. Chou
       

 


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SIGNATURES
     Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned thereunto duly authorized in the City of Chesterbrook, Commonwealth of Pennsylvania, on November 4, 2009.
             
    AMERISOURCEBERGEN DRUG CORPORATION
 
           
 
  By:   /s/ Steven H. Collis                                              
 
   
 
  Name:   Steven H. Collis    
 
  Title:   President    
The undersigned do hereby constitute and appoint R. David Yost, President and Chief Executive Officer of AmerisourceBergen Corporation, Mike D. DiCandilo, Executive Vice President and Chief Financial Officer of AmerisourceBergen Corporation, and John G. Chou, Senior Vice President, General Counsel and Secretary of AmerisourceBergen Corporation, and each of them acting singly, our true and lawful attorneys and agents, to sign for us or any of us in our names and in the capacities indicated below, any and all amendments (including post-effective amendments) to the Registration Statement and to file the same, with all exhibits thereto and other documents required in connection therewith, and to do any and all acts and things in our names and in the capacities indicated below, which said attorneys and agents, or any of them, may deem necessary or advisable to enable said corporation to comply with the Securities Act of 1933 and any rules, regulations, and requirements of the Securities and Exchange Commission, in connection with the Registration Statement; and we do hereby ratify and confirm all that the said attorneys and agents, or any of them, shall do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities indicated on the dates indicated.
         
Signature   Title   Date
 
       
/s/ Steven H. Collis                                              
 
  President   November 4, 2009
Steven H. Collis
  (Principal Executive Officer)    
 
       
/s/ Michael D. DiCandilo                                 
 
Michael D. DiCandilo
  Executive Vice President, Chief Operating Officer, Chief Financial Officer and Director (Principal Financial and Accounting Officer)   November 4, 2009
 
       
/s/ R. David Yost                                               
 
  Chief Executive Officer and Director   November 4, 2009
R. David Yost
       
 
       
/s/ John G. Chou                                               
 
  Director    November 4, 2009
John G. Chou
       

 


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SIGNATURES
     Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned thereunto duly authorized in the City of Chesterbrook, Commonwealth of Pennsylvania, on November 4, 2009.
             
    AMERISOURCEBERGEN HOLDING CORPORATION
AMERISOURCEBERGEN SERVICES CORPORATION
BELLCO DRUG CORP.
CLINICAL OUTCOMES RESOURCE APPLICATION CORPORATION
DIALYSIS PURCHASING ALLIANCE, INC.
LIBERTY ACQUISITION CORP.
SOLANA BEACH, INC.
VALUE APOTHECARIES, INC.
 
           
 
  By:   /s/ R. David Yost                           
 
                      
 
  Name:   R. David Yost    
 
  Title:   President and Chief Executive Officer    
The undersigned do hereby constitute and appoint R. David Yost, President and Chief Executive Officer of AmerisourceBergen Corporation, Mike D. DiCandilo, Executive Vice President and Chief Financial Officer of AmerisourceBergen Corporation, and John G. Chou, Senior Vice President, General Counsel and Secretary of AmerisourceBergen Corporation, and each of them acting singly, our true and lawful attorneys and agents, to sign for us or any of us in our names and in the capacities indicated below, any and all amendments (including post-effective amendments) to the Registration Statement and to file the same, with all exhibits thereto and other documents required in connection therewith, and to do any and all acts and things in our names and in the capacities indicated below, which said attorneys and agents, or any of them, may deem necessary or advisable to enable said corporation to comply with the Securities Act of 1933 and any rules, regulations, and requirements of the Securities and Exchange Commission, in connection with the Registration Statement; and we do hereby ratify and confirm all that the said attorneys and agents, or any of them, shall do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities indicated on the dates indicated.
         
Signature   Title   Date
 
       
/s/ R. David Yost                                              
 
  President, Chief Executive Officer and Director    November 4, 2009
R. David Yost
  (Principal Executive Officer)    
 
       
/s/ Michael D. DiCandilo                                 
 
Michael D. DiCandilo
  Executive Vice President, Chief Financial Officer and Director (Principal Financial and Accounting Officer)   November 4, 2009
 
       
/s/ John G. Chou                                               
 
  Director    November 4, 2009
John G. Chou
       

 


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SIGNATURES
     Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned thereunto duly authorized in the City of Chesterbrook, Commonwealth of Pennsylvania, on November 4, 2009.
             
    AMERISOURCEBERGEN SPECIALTY GROUP, INC.    
 
           
 
  By:   /s/ Steven H. Collis                                              
 
   
 
  Name:   Steven H. Collis    
 
  Title:   President    
The undersigned do hereby constitute and appoint R. David Yost, President and Chief Executive Officer of AmerisourceBergen Corporation, Mike D. DiCandilo, Executive Vice President and Chief Financial Officer of AmerisourceBergen Corporation, and John G. Chou, Senior Vice President, General Counsel and Secretary of AmerisourceBergen Corporation, and each of them acting singly, our true and lawful attorneys and agents, to sign for us or any of us in our names and in the capacities indicated below, any and all amendments (including post-effective amendments) to the Registration Statement and to file the same, with all exhibits thereto and other documents required in connection therewith, and to do any and all acts and things in our names and in the capacities indicated below, which said attorneys and agents, or any of them, may deem necessary or advisable to enable said corporation to comply with the Securities Act of 1933 and any rules, regulations, and requirements of the Securities and Exchange Commission, in connection with the Registration Statement; and we do hereby ratify and confirm all that the said attorneys and agents, or any of them, shall do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities indicated on the dates indicated.
         
Signature   Title   Date
 
       
/s/ Steven H. Collis                                           
 
  President and Director    November 4, 2009
Steven H. Collis
  (Principal Executive Officer)    
 
       
/s/ Michael D. DiCandilo                                 
 
Michael D. DiCandilo
  Executive Vice President, Chief Financial Officer and Director (Principal Financial and Accounting Officer)   November 4, 2009
 
       
/s/ R. David Yost                                              
 
  Director    November 4, 2009
R. David Yost
       

 


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SIGNATURES
     Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned thereunto duly authorized in the City of Chesterbrook, Commonwealth of Pennsylvania, on November 4, 2009.
             
    AMERISOURCE HEALTH SERVICES CORPORATION
ANDERSON PACKAGING, INC.
   
 
           
 
  By:   /s/ Ed Hancock                                              
 
   
 
  Name:   Ed Hancock    
 
  Title:   Chief Executive Officer    
The undersigned do hereby constitute and appoint R. David Yost, President and Chief Executive Officer of AmerisourceBergen Corporation, Mike D. DiCandilo, Executive Vice President and Chief Financial Officer of AmerisourceBergen Corporation, and John G. Chou, Senior Vice President, General Counsel and Secretary of AmerisourceBergen Corporation, and each of them acting singly, our true and lawful attorneys and agents, to sign for us or any of us in our names and in the capacities indicated below, any and all amendments (including post-effective amendments) to the Registration Statement and to file the same, with all exhibits thereto and other documents required in connection therewith, and to do any and all acts and things in our names and in the capacities indicated below, which said attorneys and agents, or any of them, may deem necessary or advisable to enable said corporation to comply with the Securities Act of 1933 and any rules, regulations, and requirements of the Securities and Exchange Commission, in connection with the Registration Statement; and we do hereby ratify and confirm all that the said attorneys and agents, or any of them, shall do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities indicated on the dates indicated.
         
Signature   Title   Date
 
       
/s/ Ed Hancock                                                 
Ed Hancock
  Chief Executive Officer (Principal Executive Officer)   November 4, 2009
 
       
/s/ Michael D. DiCandilo                                 
 
Michael D. DiCandilo
  Executive Vice President, Chief Financial Officer and Director (Principal Financial and Accounting Officer)   November 4, 2009
 
       
/s/ R. David Yost                                              
 
  Director    November 4, 2009
R. David Yost
       
 
       
/s/ John G. Chou                                               
 
  Director    November 4, 2009
John G. Chou
       

 


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SIGNATURES
     Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned thereunto duly authorized in the City of Chesterbrook, Commonwealth of Pennsylvania, on November 4, 2009.
             
    AMERISOURCE HERITAGE CORPORATION    
 
           
 
  By:   /s/ Donald R. McLamb, Jr.
 
   
 
  Name:   Donald R. McLamb, Jr.    
 
  Title:   President    
The undersigned do hereby constitute and appoint R. David Yost, President and Chief Executive Officer of AmerisourceBergen Corporation, Mike D. DiCandilo, Executive Vice President and Chief Financial Officer of AmerisourceBergen Corporation, and John G. Chou, Senior Vice President, General Counsel and Secretary of AmerisourceBergen Corporation, and each of them acting singly, our true and lawful attorneys and agents, to sign for us or any of us in our names and in the capacities indicated below, any and all amendments (including post-effective amendments) to the Registration Statement and to file the same, with all exhibits thereto and other documents required in connection therewith, and to do any and all acts and things in our names and in the capacities indicated below, which said attorneys and agents, or any of them, may deem necessary or advisable to enable said corporation to comply with the Securities Act of 1933 and any rules, regulations, and requirements of the Securities and Exchange Commission, in connection with the Registration Statement; and we do hereby ratify and confirm all that the said attorneys and agents, or any of them, shall do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities indicated on the dates indicated.
         
Signature   Title   Date
 
       
/s/ Donald R. McLamb, Jr.                               
 
  President and Director    November 4, 2009
Donald R. McLamb, Jr.
  (Principal Executive Officer)    
 
       
/s/ Daniel T. Hirst                                             
 
  Vice President, Treasurer and Director    November 4, 2009
Daniel T. Hirst
  (Principal Financial and Accounting Officer)    
 
       
/s/ Donna E. Dasher                                         
 
  Director   November 4, 2009
Donna E. Dasher
       

 


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SIGNATURES
     Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned thereunto duly authorized in the City of Chesterbrook, Commonwealth of Pennsylvania, on November 4, 2009.
             
    ASD SPECIALTY HEALTHCARE, INC.    
 
           
 
  By:   /s/ R. David Yost
 
   
 
  Name:   R. David Yost    
 
  Title:   Chief Executive Officer    
The undersigned do hereby constitute and appoint R. David Yost, President and Chief Executive Officer of AmerisourceBergen Corporation, Mike D. DiCandilo, Executive Vice President and Chief Financial Officer of AmerisourceBergen Corporation, and John G. Chou, Senior Vice President, General Counsel and Secretary of AmerisourceBergen Corporation, and each of them acting singly, our true and lawful attorneys and agents, to sign for us or any of us in our names and in the capacities indicated below, any and all amendments (including post-effective amendments) to the Registration Statement and to file the same, with all exhibits thereto and other documents required in connection therewith, and to do any and all acts and things in our names and in the capacities indicated below, which said attorneys and agents, or any of them, may deem necessary or advisable to enable said corporation to comply with the Securities Act of 1933 and any rules, regulations, and requirements of the Securities and Exchange Commission, in connection with the Registration Statement; and we do hereby ratify and confirm all that the said attorneys and agents, or any of them, shall do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities indicated on the dates indicated.
         
Signature   Title   Date
 
       
/s/ R. David Yost                                              
 
  Chief Executive Officer and Director    November 4, 2009
R. David Yost
  (Principal Executive Officer)    
 
       
/s/ Michael D. DiCandilo                                 
 
Michael D. DiCandilo
  Executive Vice President, Chief Financial Officer and Director (Principal Financial and Accounting Officer)   November 4, 2009
 
       
/s/ Steven H. Collis                                           
 
  Director    November 4, 2009
Steven H. Collis
       

 


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SIGNATURES
     Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned thereunto duly authorized in the City of Chesterbrook, Commonwealth of Pennsylvania, on November 4, 2009.
             
    AUTOMED TECHNOLOGIES, INC. TELEPHARMACY SOLUTIONS, INC.    
 
           
 
  By:   /s/ Michael Rosenblum
 
   
 
  Name:   Michael Rosenblum    
 
  Title:   President    
The undersigned do hereby constitute and appoint R. David Yost, President and Chief Executive Officer of AmerisourceBergen Corporation, Mike D. DiCandilo, Executive Vice President and Chief Financial Officer of AmerisourceBergen Corporation, and John G. Chou, Senior Vice President, General Counsel and Secretary of AmerisourceBergen Corporation, and each of them acting singly, our true and lawful attorneys and agents, to sign for us or any of us in our names and in the capacities indicated below, any and all amendments (including post-effective amendments) to the Registration Statement and to file the same, with all exhibits thereto and other documents required in connection therewith, and to do any and all acts and things in our names and in the capacities indicated below, which said attorneys and agents, or any of them, may deem necessary or advisable to enable said corporation to comply with the Securities Act of 1933 and any rules, regulations, and requirements of the Securities and Exchange Commission, in connection with the Registration Statement; and we do hereby ratify and confirm all that the said attorneys and agents, or any of them, shall do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities indicated on the dates indicated.
         
Signature   Title   Date
 
       
/s/ Michael Rosenblum                                     
 
  President    November 4, 2009
Michael Rosenblum
  (Principal Executive Officer)    
 
       
/s/ Michael D. DiCandilo                                 
 
Michael D. DiCandilo
  Executive Vice President, Chief Financial Officer and Director (Principal Financial and Accounting Officer)   November 4, 2009
 
       
/s/ R. David Yost                                              
 
  Director    November 4, 2009
R. David Yost
       
 
       
/s/ John G. Chou                                               
 
  Director    November 4, 2009
John G. Chou
       

 


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SIGNATURES
     Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned thereunto duly authorized in the City of Chesterbrook, Commonwealth of Pennsylvania, on November 4, 2009.
             
    HEALTH SERVICES CAPITAL CORPORATION    
 
           
 
  By:   /s/ Donald R. McLamb, Jr.                                            
 
     
 
  Name:   Donald R. McLamb, Jr.    
 
  Title:   President    
The undersigned do hereby constitute and appoint R. David Yost, President and Chief Executive Officer of AmerisourceBergen Corporation, Mike D. DiCandilo, Executive Vice President and Chief Financial Officer of AmerisourceBergen Corporation, and John G. Chou, Senior Vice President, General Counsel and Secretary of AmerisourceBergen Corporation, and each of them acting singly, our true and lawful attorneys and agents, to sign for us or any of us in our names and in the capacities indicated below, any and all amendments (including post-effective amendments) to the Registration Statement and to file the same, with all exhibits thereto and other documents required in connection therewith, and to do any and all acts and things in our names and in the capacities indicated below, which said attorneys and agents, or any of them, may deem necessary or advisable to enable said corporation to comply with the Securities Act of 1933 and any rules, regulations, and requirements of the Securities and Exchange Commission, in connection with the Registration Statement; and we do hereby ratify and confirm all that the said attorneys and agents, or any of them, shall do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities indicated on the dates indicated.
         
Signature   Title   Date
 
       
/s/ Donald R. McLamb, Jr.                               
 
  President and Director    November 4, 2009
Donald R. McLamb, Jr.
  (Principal Executive Officer)    
 
       
/s/ Michael D. DiCandilo                                 
 
Michael D. DiCandilo
  Executive Vice President and Chief Financial Officer
(Principal Financial and Accounting Officer)
  November 4, 2009
 
       
/s/ R. David Yost                                              
 
  Director    November 4, 2009
R. David Yost
       
 
       
/s/ John G. Chou                                               
 
  Director    November 4, 2009
John G. Chou
       

 


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SIGNATURES
     Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned thereunto duly authorized in the City of Chesterbrook, Commonwealth of Pennsylvania, on November 4, 2009.
             
    IMEDEX, LLC    
 
           
 
  By:   /s/ Keith Steward
 
   
 
  Name:   Keith Steward    
 
  Title:   President    
The undersigned do hereby constitute and appoint R. David Yost, President and Chief Executive Officer of AmerisourceBergen Corporation, Mike D. DiCandilo, Executive Vice President and Chief Financial Officer of AmerisourceBergen Corporation, and John G. Chou, Senior Vice President, General Counsel and Secretary of AmerisourceBergen Corporation, and each of them acting singly, our true and lawful attorneys and agents, to sign for us or any of us in our names and in the capacities indicated below, any and all amendments (including post-effective amendments) to the Registration Statement and to file the same, with all exhibits thereto and other documents required in connection therewith, and to do any and all acts and things in our names and in the capacities indicated below, which said attorneys and agents, or any of them, may deem necessary or advisable to enable said corporation to comply with the Securities Act of 1933 and any rules, regulations, and requirements of the Securities and Exchange Commission, in connection with the Registration Statement; and we do hereby ratify and confirm all that the said attorneys and agents, or any of them, shall do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities indicated on the dates indicated.
         
Signature   Title   Date
 
       
/s/ Keith Steward
 
  President    November 4, 2009
Keith Steward
  (Principal Executive Officer)    
 
       
/s/ J. F. Quinn                                                  
 
  Vice President and Corporate Treasurer
  November 4, 2009
J. F. Quinn
  (Principal Financial and Accounting Officer)    
 
       
/s/ R. David Yost
R. David Yost
  Director of AmerisourceBergen Corporation, the registrant’s sole manager   November 4, 2009
 
       
/s/ Michael D. DiCandilo
Michael D. DiCandilo
  Director of AmerisourceBergen Corporation, the registrant’s sole manager   November 4, 2009

 


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Signature   Title   Date
 
       
                                   *                                    
 
Richard C. Gozon
  Director of AmerisourceBergen Corporation, the registrant’s sole manager   November 4, 2009
 
       
                                   *                                    
 
Charles H. Cotros
  Director of AmerisourceBergen Corporation, the registrant’s sole manager   November 4, 2009
 
       
                                   *                                    
 
Richard W. Gochnauer
  Director of AmerisourceBergen Corporation, the registrant’s sole manager   November 4, 2009
 
       
                                   *                                    
 
Edward E. Hagenlocker
  Director of AmerisourceBergen Corporation, the registrant’s sole manager   November 4, 2009
 
       
                                   *                                    
 
Jane E. Henney, M.D.
  Director of AmerisourceBergen Corporation, the registrant’s sole manager   November 4, 2009
 
       
                                   *                                    
 
Michael J. Long
  Director of AmerisourceBergen Corporation, the registrant’s sole manager   November 4, 2009
 
       
                                   *                                    
 
Henry W. McGee
  Director of AmerisourceBergen Corporation, the registrant’s sole manager   November 4, 2009
 
             
*
  By:   /s/ John G. Chou                                     
 
John G. Chou
   
 
      Attorney-in-Fact    

 


Table of Contents

SIGNATURES
     Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned thereunto duly authorized in the City of Chesterbrook, Commonwealth of Pennsylvania, on November 4, 2009.
         
 
  INTEGRATED COMMERCIALIZATION SOLUTIONS, INC.
 
       
 
  By:   /s/ David Cheetham
 
       
 
  Name:   David Cheetham
 
  Title:   President
The undersigned do hereby constitute and appoint R. David Yost, President and Chief Executive Officer of AmerisourceBergen Corporation, Mike D. DiCandilo, Executive Vice President and Chief Financial Officer of AmerisourceBergen Corporation, and John G. Chou, Senior Vice President, General Counsel and Secretary of AmerisourceBergen Corporation, and each of them acting singly, our true and lawful attorneys and agents, to sign for us or any of us in our names and in the capacities indicated below, any and all amendments (including post-effective amendments) to the Registration Statement and to file the same, with all exhibits thereto and other documents required in connection therewith, and to do any and all acts and things in our names and in the capacities indicated below, which said attorneys and agents, or any of them, may deem necessary or advisable to enable said corporation to comply with the Securities Act of 1933 and any rules, regulations, and requirements of the Securities and Exchange Commission, in connection with the Registration Statement; and we do hereby ratify and confirm all that the said attorneys and agents, or any of them, shall do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities indicated on the dates indicated.
         
Signature   Title   Date
 
       
/s/ David Cheetham
  President   November 4, 2009
 
David Cheetham
  (Principal Executive Officer)    
 
       
/s/ Michael D. DiCandilo
  Executive Vice President, Chief   November 4, 2009
 
Michael D. DiCandilo
  Financial Officer and Director
(Principal Financial and Accounting Officer)
   
 
       
/s/ R. David Yost
  Director   November 4, 2009
 
R. David Yost
       
 
       
/s/ John G. Chou
  Director   November 4, 2009
 
John G. Chou
       

 


Table of Contents

SIGNATURES
     Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned thereunto duly authorized in the City of Chesterbrook, Commonwealth of Pennsylvania, on November 4, 2009.
         
    INTERNATIONAL PHYSICIAN NETWORKS, L.L.C.
 
       
 
  By:   /s/ Mark Santos
 
       
 
  Name:   Mark Santos
 
  Title:   President
The undersigned do hereby constitute and appoint R. David Yost, President and Chief Executive Officer of AmerisourceBergen Corporation, Mike D. DiCandilo, Executive Vice President and Chief Financial Officer of AmerisourceBergen Corporation, and John G. Chou, Senior Vice President, General Counsel and Secretary of AmerisourceBergen Corporation, and each of them acting singly, our true and lawful attorneys and agents, to sign for us or any of us in our names and in the capacities indicated below, any and all amendments (including post-effective amendments) to the Registration Statement and to file the same, with all exhibits thereto and other documents required in connection therewith, and to do any and all acts and things in our names and in the capacities indicated below, which said attorneys and agents, or any of them, may deem necessary or advisable to enable said corporation to comply with the Securities Act of 1933 and any rules, regulations, and requirements of the Securities and Exchange Commission, in connection with the Registration Statement; and we do hereby ratify and confirm all that the said attorneys and agents, or any of them, shall do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities indicated on the dates indicated.
         
Signature   Title   Date
 
       
/s/ Mark Santos
  President   November 4, 2009
 
Mark Santos
  (Principal Executive Officer)    
 
       
/s/ Michael D. DiCandilo
  Executive Vice President and Chief   November 4, 2009
 
Michael D. DiCandilo
  Financial Officer (Principal Financial and Accounting Officer)    
 
       
/s/ Steven H. Collis
  Sole Manager   November 4, 2009
 
Steven H. Collis
       

 


Table of Contents

SIGNATURES
     Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned thereunto duly authorized in the City of Chesterbrook, Commonwealth of Pennsylvania, on November 4, 2009.
         
    MEDICAL INITIATIVES, INC.
 
       
 
  By:   /s/ Steven H. Collis
 
       
 
  Name:   Steven H. Collis
 
  Title:   President
The undersigned do hereby constitute and appoint R. David Yost, President and Chief Executive Officer of AmerisourceBergen Corporation, Mike D. DiCandilo, Executive Vice President and Chief Financial Officer of AmerisourceBergen Corporation, and John G. Chou, Senior Vice President, General Counsel and Secretary of AmerisourceBergen Corporation, and each of them acting singly, our true and lawful attorneys and agents, to sign for us or any of us in our names and in the capacities indicated below, any and all amendments (including post-effective amendments) to the Registration Statement and to file the same, with all exhibits thereto and other documents required in connection therewith, and to do any and all acts and things in our names and in the capacities indicated below, which said attorneys and agents, or any of them, may deem necessary or advisable to enable said corporation to comply with the Securities Act of 1933 and any rules, regulations, and requirements of the Securities and Exchange Commission, in connection with the Registration Statement; and we do hereby ratify and confirm all that the said attorneys and agents, or any of them, shall do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities indicated on the dates indicated.
         
Signature   Title   Date
 
       
/s/ Steven H. Collis
  President   November 4, 2009
 
Steven H. Collis
  (Principal Executive Officer)    
 
       
/s/ Michael D. DiCandilo
  Executive Vice President, Chief   November 4, 2009
 
Michael D. DiCandilo
  Financial Officer and Director
(Principal Financial and Accounting Officer)
   
 
       
/s/ R. David Yost
  Director   November 4, 2009
 
R. David Yost
       
 
       
/s/ John G. Chou
  Director   November 4, 2009
 
John G. Chou
       

 


Table of Contents

SIGNATURES
     Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned thereunto duly authorized in the City of Chesterbrook, Commonwealth of Pennsylvania, on November 4, 2009.
         
    PHARMACY HEALTHCARE SOLUTIONS, LTD.
 
       
 
  BY:   VALUE APOTHECARIES, INC., AS GENERAL PARTNER
 
       
 
  By:   /s/ R. David Yost
 
       
 
  Name:   R. David Yost
 
  Title:   President
The undersigned do hereby constitute and appoint R. David Yost, President and Chief Executive Officer of AmerisourceBergen Corporation, Mike D. DiCandilo, Executive Vice President and Chief Financial Officer of AmerisourceBergen Corporation, and John G. Chou, Senior Vice President, General Counsel and Secretary of AmerisourceBergen Corporation, and each of them acting singly, our true and lawful attorneys and agents, to sign for us or any of us in our names and in the capacities indicated below, any and all amendments (including post-effective amendments) to the Registration Statement and to file the same, with all exhibits thereto and other documents required in connection therewith, and to do any and all acts and things in our names and in the capacities indicated below, which said attorneys and agents, or any of them, may deem necessary or advisable to enable said corporation to comply with the Securities Act of 1933 and any rules, regulations, and requirements of the Securities and Exchange Commission, in connection with the Registration Statement; and we do hereby ratify and confirm all that the said attorneys and agents, or any of them, shall do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities indicated on the dates indicated.
         
Signature   Title   Date
 
       
/s/ R. David Yost
  President and Director of Value   November 4, 2009
 
R. David Yost
  Apothecaries, Inc. (Principal Executive Officer)    
 
       
/s/ Michael D. DiCandilo
  Executive Vice President, Chief   November 4, 2009
 
Michael D. DiCandilo
  Financial Officer and Director of Value Apothecaries, Inc. (Principal Financial and Accounting Officer)    
 
       
/s/ John G. Chou
  Director of Value Apothecaries, Inc.   November 4, 2009
 
John G. Chou
       

 


Table of Contents

SIGNATURES
     Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned thereunto duly authorized in the City of Chesterbrook, Commonwealth of Pennsylvania, on November 4, 2009.
         
    THE LASH GROUP, INC.
 
       
 
  By:   /s/ Tracy O. Foster
 
       
 
  Name:   Tracy O. Foster
 
  Title:   President
The undersigned do hereby constitute and appoint R. David Yost, President and Chief Executive Officer of AmerisourceBergen Corporation, Mike D. DiCandilo, Executive Vice President and Chief Financial Officer of AmerisourceBergen Corporation, and John G. Chou, Senior Vice President, General Counsel and Secretary of AmerisourceBergen Corporation, and each of them acting singly, our true and lawful attorneys and agents, to sign for us or any of us in our names and in the capacities indicated below, any and all amendments (including post-effective amendments) to the Registration Statement and to file the same, with all exhibits thereto and other documents required in connection therewith, and to do any and all acts and things in our names and in the capacities indicated below, which said attorneys and agents, or any of them, may deem necessary or advisable to enable said corporation to comply with the Securities Act of 1933 and any rules, regulations, and requirements of the Securities and Exchange Commission, in connection with the Registration Statement; and we do hereby ratify and confirm all that the said attorneys and agents, or any of them, shall do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities indicated on the dates indicated.
         
Signature   Title   Date
 
       
/s/ Tracy O. Foster
  President   November 4, 2009
 
Tracy O. Foster
  (Principal Executive Officer)    
 
       
/s/ Michael D. DiCandilo
  Executive Vice President, Chief   November 4, 2009
 
Michael D. DiCandilo
  Financial Officer and Director (Principal Financial and Accounting Officer)    
 
       
/s/ R. David Yost
  Director   November 4, 2009
 
R. David Yost
       
 
       
/s/ John G. Chou
  Director   November 4, 2009
 
John G. Chou
       

 


Table of Contents

SIGNATURES
     Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned thereunto duly authorized in the City of Chesterbrook, Commonwealth of Pennsylvania, on November 4, 2009.
         
    XCENDA, LLC
 
       
 
  By:   /s/ Robert Mauch
 
       
 
  Name:   Robert Mauch
 
  Title:   President
The undersigned do hereby constitute and appoint R. David Yost, President and Chief Executive Officer of AmerisourceBergen Corporation, Mike D. DiCandilo, Executive Vice President and Chief Financial Officer of AmerisourceBergen Corporation, and John G. Chou, Senior Vice President, General Counsel and Secretary of AmerisourceBergen Corporation, and each of them acting singly, our true and lawful attorneys and agents, to sign for us or any of us in our names and in the capacities indicated below, any and all amendments (including post-effective amendments) to the Registration Statement and to file the same, with all exhibits thereto and other documents required in connection therewith, and to do any and all acts and things in our names and in the capacities indicated below, which said attorneys and agents, or any of them, may deem necessary or advisable to enable said corporation to comply with the Securities Act of 1933 and any rules, regulations, and requirements of the Securities and Exchange Commission, in connection with the Registration Statement; and we do hereby ratify and confirm all that the said attorneys and agents, or any of them, shall do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities indicated on the dates indicated.
         
Signature   Title   Date
 
       
/s/ Robert Mauch
  President   November 4, 2009
 
Robert Mauch
  (Principal Executive Officer)    
 
       
/s/ Michael D. DiCandilo
  Executive Vice President and Chief   November 4, 2009
 
Michael D. DiCandilo
  Financial Officer (Principal Financial and
Accounting Officer)
   
 
       
/s/ Steven H. Collis
  Director of AmerisourceBergen Specialty   November 4, 2009
 
Steven H. Collis
  Group, Inc., the registrant’s sole manager    
 
       
/s/ Michael D. DiCandilo
  Director of AmerisourceBergen   November 4, 2009
 
Michael D. DiCandilo
  Specialty Group, Inc., the registrant’s sole manager    

 


Table of Contents

         
Signature   Title   Date
 
       
/s/ R. David Yost
  Director of AmerisourceBergen   November 4, 2009
 
R. David Yost
  Specialty Group, Inc., the registrant’s sole manager    

 


Table of Contents

EXHIBIT INDEX
     
Exhibit    
Number   Description of Exhibit
1.1
  Form of Underwriting Agreement *
 
   
3.1
  Amended and Restated Certificate of Incorporation, as amended, of AmerisourceBergen Corporation (incorporated by reference to Annex J to the joint proxy statement-prospectus forming a part of AmerisourceBergen Corporation’s Registration Statement on Form S-4/A, Registration No. 333-61440, filed July 5, 2001)
 
   
3.2
  Amendment to Amended and Restated Certificate of Incorporation, as amended, of AmerisourceBergen Corporation (incorporated by reference to Exhibit 3.2 to AmerisourceBergen Corporation’s Registration Statement on Form S-4, Registration No. 333-132017, filed February 23, 2006)
 
   
3.3
  Amended and Restated Bylaws of AmerisourceBergen Corporation (incorporated by reference to Exhibit 3(ii) to AmerisourceBergen Corporation’s Current Report on Form 8-K filed on November 13, 2007)
 
   
4.1
  Rights Agreement, dated as of August 27, 2001, between AmerisourceBergen Corporation and Mellon Investor Services LLC, including the Certificate of Designations of Series A Preferred Stock of AmerisourceBergen Corporation set forth at Exhibit C (incorporated by reference to Exhibit 1 to AmerisourceBergen Corporation’s Registration Statement on Form 8-A, filed August 29, 2001)
 
   
4.2
  Form of Certificate of Designations of Preferred Stock *
 
   
4.3
  Form of Indenture between AmerisourceBergen Corporation and U.S. Bank National Association **
 
   
4.4
  Form of Debt Security *
 
   
4.5
  Form of Depositary Agreement *
 
   
4.6
  Form of Depositary Receipt *
 
   
4.7
  Form of Warrant Agreement *
 
   
4.8
  Form of Warrant *
 
   
4.9
  Form of Purchase Contract *
 
   
4.10
  Form of Unit Agreement *
 
   
5.1
  Opinion of Morgan, Lewis & Bockius LLP **
 
   
5.2
  Opinion of Morgan, Lewis & Bockius LLP regarding the Guarantees of Debt Securities
 
   
12.1
  Computation of Ratio of Earnings to Fixed Charges **
 
   
23.1
  Consent of Ernst & Young LLP
 
   
23.2
  Consent of Morgan, Lewis & Bockius LLP (included in Exhibits 5.1 and 5.2)
 
   
24.1
  Power of Attorney (included on signature pages hereto and to the Registration Statement)
 
   
25.1
  Statement of Eligibility on Form T-1 of U.S. Bank National Association, to act as trustee under the Indenture *
 
*   To be filed, if necessary, by an amendment to the Registration Statement or as an exhibit to a document filed by the registrant and incorporated herein by reference, or with respect to a Statement of Eligibility on Form T-1, as a filing with the U.S. Securities and Exchange Commission under electronic form type “305B2”.
 
**   Previously filed as an exhibit to the Registration Statement.

 

EX-5.2 2 w76113exv5w2.htm EX-5.2 exv5w2
Exhibit 5.2
[Morgan, Lewis & Bockius LLP Letterhead]
November 4, 2009
AmerisourceBergen Corporation
1300 Morris Drive
Chesterbrook, Pennsylvania 19087-5594
     
RE:
  AmerisourceBergen Corporation
Post-Effective Amendment No. 1 to Registration Statement on Form S-3 (File No. 333-162227)
Ladies and Gentlemen:
We have acted as counsel to AmerisourceBergen Corporation, a Delaware corporation (the “Company”), and the additional registrants listed on Schedule I hereto (the “Guarantors”) in connection with the filing of the referenced Registration Statement on September 30, 2009 (the “Form S-3”) and the Post-Effective Amendment No. 1 thereto (the “Amendment” and together with the Form S-3, the “Registration Statement”) to be filed on the date hereof with the Securities and Exchange Commission (the “Commission”). The Registration Statement relates to the potential offer and sale, from time to time, as set forth in the prospectus contained in the Registration Statement (the “Prospectus”) and as shall be set forth in one or more supplements to the Prospectus (each, a “Prospectus Supplement”) of, among other securities: (i) one or more series of the Company’s unsecured senior or subordinated debt securities (the “Debt Securities”) and (ii) guarantees of the Debt Securities (the “Guarantees”) by the Guarantors.
In connection with this opinion letter, we have examined the Registration Statement and originals, or copies certified or otherwise identified to our satisfaction, of (i) the Company’s Amended and Restated Certificate of Incorporation, as amended, and the Company’s Amended and Restated Bylaws (collectively, the “Company Organizational Documents”), (ii) certain resolutions of the Company’s Board of Directors (the “Company’s Board”) relating to the Registration Statement, (iii) the certificate of incorporation, articles of incorporation, bylaws, limited partnership agreement, limited liability company agreement, operating agreement and other organizational documents, as applicable, of each of the Guarantors (with respect to each Guarantor, the “Guarantor Organizational Documents”), (iv) certain resolutions of the board of directors, board of managers, managing member or general partner, as applicable, of each of the Guarantors or such or other person or group with power to act on behalf of and bind the Guarantor, (with respect to each Guarantor, the “Guarantor’s Board”), relating to the Registration Statement, (v) the form of Indenture between the Company and U.S. Bank National Association, as trustee (the “Trustee”), which is filed as Exhibit 4.3 to the Registration Statement (the “Indenture”), pursuant to which the Debt Securities and the Guarantees are to be issued from time to time, and (vi) such other documents, records and instruments of the Company and the Guarantors as we have deemed appropriate for purposes of the opinions set forth herein.

 


 

AmerisourceBergen Corporation
November 4, 2009
Page 2 of 4
We have assumed the genuineness of all signatures, the legal capacity of all natural persons, the authenticity of the documents submitted to us as originals, the conformity with the originals of all documents submitted to us as certified, facsimile, or photostatic copies and the authenticity of the originals of all documents submitted to us as copies. With respect to matters of fact relevant to our opinions as set forth below, we have relied upon certificates of officers or other authorized representatives of the Company and the Guarantors, representations made by the Company and the Guarantors in documents examined by us and representations of officers or other authorized representatives of the Company and the Guarantors. We have also obtained and relied upon such certificates and assurances from public officials as we have deemed necessary for the purposes of our opinions set forth below.
For the purpose of the opinions set forth below, we have also assumed, without independent investigation or verification, that:
    the issuance, sale, number or amount, as the case may be, and the terms of the Guarantees and the Debt Securities to which such Guarantees relate to be offered from time to time pursuant to the Registration Statement (including the Prospectus and applicable Prospectus Supplement) will be duly authorized and established by authorizing resolutions of the Company’s Board and each of the Guarantor’s Board, as applicable, in accordance with the Company Organizational Documents and the Guarantor Organizational Documents, respectively, and applicable law (each, a “Corporate Action”), and will not conflict with or constitute a breach of the terms of any agreement, instrument or order to which the Company or any Guarantor is subject;
    the Guarantees and each series of Debt Securities to which such Guarantees relate will be issued under the Indenture and one or more amendments or supplements thereto by and among the Company, the Guarantors and the Trustee providing for the issuance of the Guarantees under the Indenture (hereinafter all references to “Indenture” shall include any applicable amendment or supplement thereto) and the execution, delivery and performance of the Indenture will be duly authorized by all requisite Corporate Action, and will not conflict with or constitute a breach of the terms of any agreement, instrument or order to which the Company or any Guarantor is subject;
    to the extent that the obligations of the Guarantors or the Company under the Indenture may depend upon such matters, the Trustee will be duly organized, validly existing and in good standing under the laws of its jurisdiction of organization; that the Trustee will be duly qualified to engage in the activities contemplated by the Indenture and be qualified to serve as Trustee under the terms of the Indenture; that the Indenture will be duly authorized, executed and delivered by the Trustee and will constitute the legal, valid and binding obligation of the Trustee, enforceable against the Trustee in accordance with its terms; that the Trustee will be in compliance, generally and with respect to acting as a trustee under the Indenture, with all applicable laws and regulations; and that the Trustee will have the requisite organizational and legal power and authority to perform its obligations under the Indenture;

 


 

AmerisourceBergen Corporation
November 4, 2009
Page 3 of 4
    the Registration Statement and any amendments thereto will have become effective and such effectiveness shall not have been terminated or rescinded and will comply with all applicable federal and state laws at the time any Guarantees or the Debt Securities to which such Guarantees relate are offered and issued as contemplated by the Registration Statement;
 
    all Guarantees and the Debt Securities to which such Guarantees relate will be issued and sold in compliance with applicable federal and state securities laws;
 
    a definitive purchase, underwriting or similar agreement (each, a “Definitive Agreement”) with respect to the Guarantees and the Debt Securities to which such Guarantees relate will have been duly authorized and validly executed and delivered by each of the Guarantors, the Company and the other parties thereto, and the applicable Definitive Agreement will not conflict with or constitute a breach of the terms of any agreement, instrument or order to which the Company or any Guarantor or any other party thereto is subject; and
 
    a Prospectus Supplement will have been prepared, delivered (including through compliance with Rule 172 of the General Rules and Regulations promulgated under the Act) and filed with the Commission describing the Guarantees and the Debt Securities to which such Guarantees relate offered thereby and will comply with all applicable laws at the time such Guarantees and Debt Securities are offered and issued as contemplated by the Registration Statement.
Subject to the foregoing and the other matters set forth herein, we are of the opinion that, as of the date hereof, when (i) the Indenture has been qualified under the Trust Indenture Act of 1939, as amended, (ii) the specific terms of a particular issuance of Guarantees and the Debt Securities to which such Guarantees relate have been duly authorized by all requisite Corporate Action and are in accordance with the terms of the applicable Indenture, and (iii) such Guarantees and Debt Securities have been duly executed, authenticated, completed, issued and delivered, against payment of consideration for such Guarantees and Debt Securities in accordance with the terms and provisions of the Indenture and the applicable Definitive Agreement, the terms of the requisite Corporate Action and as contemplated by the Registration Statement and the applicable Prospectus Supplement, and, if applicable, upon the conversion, exchange or exercise of any other securities of the Company in accordance with their respective terms, such Guarantees will constitute valid and binding obligations of each of the Guarantors.
The opinion set forth above is subject to the effect of (i) bankruptcy, insolvency, reorganization, fraudulent conveyance, moratorium or other similar laws now or hereafter in effect relating to or affecting the rights or remedies of creditors generally, (ii) general principles of equity, whether enforcement is considered in a proceeding in equity or at law, and the discretion of the court before which any proceeding therefor may be brought, (iii) the unenforceability under certain circumstances under law or court decisions of provisions providing for the indemnification of or contribution to a party with respect to a liability where such indemnification or contribution is contrary to public policy, or (iv) requirements that a claim with respect to any Guarantees or the Debt Securities to which such Guarantees relate in denominations other than in United

 


 

AmerisourceBergen Corporation
November 4, 2009
Page 4 of 4
States dollars (or a judgment denominated other than into United States dollars in respect of the claim) be converted into United States dollars at a rate of exchange prevailing on a date determined by applicable law.
Under applicable law, guarantors may be entitled to certain rights or protections which as a matter of statutory or common law may not be waived or altered. We express no opinion herein as to any provisions of the Guarantees or the Debt Securities to which such Guarantees relate, which purport to waive or alter such rights or protections, except to the extent permitted by law.
The foregoing opinions are limited to the laws of the Commonwealth of Pennsylvania, the State of New York and the General Corporation Law of the State of Delaware, and we express no opinion with respect to the laws of any other state or jurisdiction. To the extent that the laws of any other state or jurisdiction govern any of the matters set forth herein, we have assumed that the laws of such state or jurisdictions are identical to those of the Commonwealth of Pennsylvania, and we express no opinion as to whether such assumption is reasonable or correct. Although the Guarantees and the Debt Securities to which such Guarantees relate may be issued from time to time on a delayed or continuous basis, the opinions expressed herein are limited to the laws, including rules and regulations, as in effect on the date hereof.
We hereby consent to the use of this opinion as Exhibit 5.2 to the Registration Statement and to the reference to us under the caption “Validity of Securities” in the Prospectus included in the Registration Statement. In giving such consent, we do not hereby admit that we are acting within the category of persons whose consent is required under Section 7 of the Act or the rules or regulations of the SEC thereunder.
Very truly yours,
/s/ Morgan, Lewis & Bockius LLP

 


 

Schedule I
List of Guarantors
Ambulatory Pharmaceutical Services, Inc.
AmerisourceBergen Drug Corporation
AmerisourceBergen Holding Corporation
AmerisourceBergen Services Corporation
AmerisourceBergen Specialty Group, Inc.
AmeriSource Health Services Corporation
AmeriSource Heritage Corporation
Anderson Packaging, Inc.
APS Enterprises Holding Company, Inc.
ASD Specialty Healthcare, Inc.
AutoMed Technologies, Inc.
Bellco Drug Corp.
Clinical Outcomes Resource Application Corporation
Dialysis Purchasing Alliance, Inc.
Health Services Capital Corporation
I.g.G. of America, Inc.
IHS Acquisition XXX, Inc.
Imedex, LLC
Integrated Commercialization Solutions, Inc.
International Physician Networks, L.L.C.
Liberty Acquisition Corp.
Medical Initiatives, Inc.
Pharm Plus Acquisition, Inc.
Pharmacy Healthcare Solutions, Ltd.
Solana Beach, Inc.
Specialty Pharmacy, Inc.
Specialty Pharmacy of California, Inc.
Telepharmacy Solutions, Inc.
The Lash Group, Inc.
US Bioservices Corporation
Value Apothecaries, Inc.
Xcenda, LLC

 

EX-23.1 3 w76113exv23w1.htm EX-23.1 exv23w1
Exhibit 23.1
Consent of Independent Registered Public Accounting Firm
We consent to the reference to our firm under the caption “Experts” in the Registration Statement (Form S-3 No. 333-162227) and related Prospectus, as amended with the filing of this Post-Effective Amendment No. 1, of AmerisourceBergen Corporation for the registration of common stock, preferred stock, debt securities, depository shares, warrants, purchase contracts, units and guarantees of debt securities and to the incorporation by reference therein of our reports dated November 25, 2008, with respect to the consolidated financial statements and schedule of AmerisourceBergen Corporation, and the effectiveness of internal control over financial reporting of AmerisourceBergen Corporation, included in its Annual Report (Form 10-K) for the year ended September 30, 2008, filed with the Securities and Exchange Commission.
         
     
  /s/ Ernst & Young LLP    
     
     
 
Philadelphia, Pennsylvania
November 4, 2009

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