0001618921-16-000045.txt : 20160825 0001618921-16-000045.hdr.sgml : 20160825 20160825170210 ACCESSION NUMBER: 0001618921-16-000045 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160825 FILED AS OF DATE: 20160825 DATE AS OF CHANGE: 20160825 ISSUER: 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 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 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Walgreens Boots Alliance Holdings LLC CENTRAL INDEX KEY: 0001669077 STATE OF INCORPORATION: DE FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-16671 FILM NUMBER: 161852158 BUSINESS ADDRESS: STREET 1: 108 WILMOT ROAD CITY: DEERFIELD STATE: IL ZIP: 60015 BUSINESS PHONE: 8473152500 MAIL ADDRESS: STREET 1: 108 WILMOT ROAD CITY: DEERFIELD STATE: IL ZIP: 60015 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Walgreens Boots Alliance, Inc. CENTRAL INDEX KEY: 0001618921 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-DRUG STORES AND PROPRIETARY STORES [5912] STATE OF INCORPORATION: DE FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-16671 FILM NUMBER: 161852159 BUSINESS ADDRESS: STREET 1: 108 WILMOT ROAD CITY: DEERFIELD STATE: IL ZIP: 60015 BUSINESS PHONE: (847) 315-2500 MAIL ADDRESS: STREET 1: 108 WILMOT ROAD CITY: DEERFIELD STATE: IL ZIP: 60015 4 1 edgar.xml PRIMARY DOCUMENT X0306 4 2016-08-25 0001140859 AMERISOURCEBERGEN CORP ABC 0001618921 Walgreens Boots Alliance, Inc. 108 WILMOT ROAD DEERFIELD IL 60015 0 0 1 0 0001669077 Walgreens Boots Alliance Holdings LLC C/O 108 WILMOT ROAD DEERFIELD IL 60015 0 0 1 0 Common Stock 2016-08-25 4 X 0 22696912 52.50 A 56854867 I See footnotes Warrants (right to buy) 52.50 2016-08-25 4 X 0 22696912 0 D 2016-08-25 2017-02-27 Common Stock 22696912 0 I See footnotes These shares are held by Walgreens Boots Alliance Holdings LLC ("WBA Holdings"), an indirect wholly-owned subsidiary of Walgreens Boots Alliance, Inc. ("WBA"), and were acquired in accordance with the Framework Agreement, dated as of March 18, 2013 among Walgreen Co. ("Walgreen"), Alliance Boots GmbH and the Issuer (the "Framework Agreement"). The Framework Agreement is described in a Schedule 13D filed by Walgreen and others on April 15, 2014, as amended on January 16, 2015, January 25, 2016, March 22, 2016 and August 25, 2016 (as amended, the "Schedule 13D"). These warrants were held by WBA Holdings and were acquired pursuant to the Framework Agreement on March 18, 2013 and became exercisable on August 25, 2016 as described in the Schedule 13D. As described in the Schedule 13D, WBA Investments, Inc., a direct wholly-owned subsidiary of WBA and the sole member of WBA Holdings, may also be deemed to beneficially own the securities reported in this Form 4. Each reporting person expressly disclaims beneficial ownership of the securities described herein except to the extent of such person's pecuniary interest therein. Neither the filing of this Form 4 nor any of its contents shall be deemed to constitute an admission by any reporting person that it is the beneficial owner of any securities described herein for any other purpose. /s/ Kimberly Scardino, Senior Vice President, Global Controller and Chief Accounting Officer of WBA 2016-08-25 /s/ Jason Dubinsky, Vice President of WBA Holdings 2016-08-25