AmerisourceBergen to Acquire MWI Veterinary Supply

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Editor's Note: According to information from the AmerisourceBergen website posted Jan. 12, they have entered into an agreement to acquire MWI Veterinary Supply. Following is information from AmerisourceBergen's website.

AmerisourceBergen (NYSE:ABC) and MWI Veterinary Supply, Inc. (NASDAQ:MWIV) today announced that they have entered into a definitive merger agreement for AmerisourceBergen to acquire MWI Veterinary Supply (MWI), the leading animal health distribution company in the United States.

Under the terms and conditions of the merger agreement, AmerisourceBergen, through a new wholly-owned subsidiary, will make an all cash tender offer for all of the outstanding shares of MWI at a price of $190.00 per share, representing a $2.5 billion fully diluted equity value. The $190.00 per share consideration represents an approximately 17.4% premium to the volume weighted average closing price of MWI’s common stock over the three-month period ended January 9, 2015, the last trading day prior to the announcement. AmerisourceBergen expects to finance the transaction through a combination of cash and long-term debt. The tender offer is conditioned on MWI’s stockholders tendering at least a majority of outstanding shares in the tender offer, clearance under the Hart-Scott-Rodino Antitrust Improvements Act and other customary closing conditions. The parties expect the transaction to close during the March quarter of 2015.

The acquisition of MWI is expected to contribute approximately 8 cents in adjusted earnings per share to AmerisourceBergen’s fiscal year 2015, and is expected to generate approximately $50 million in synergies by the end of the third full year, driven primarily by the benefits of AmerisourceBergen’s scale and product sourcing opportunities. The Board of Directors of MWI has unanimously approved the transaction.

“MWI is the premier supply chain company in animal health, with leading positions in both the companion and production markets, and we are very excited to have them join AmerisourceBergen,” said Steven H. Collis, AmerisourceBergen President and Chief Executive Officer. “Animal health is a growing market in the US and internationally, and is a logical extension of our pharmaceutical distribution and services businesses. Utilizing AmerisourceBergen’s knowledge of manufacturer and provider services, our global reach and partnership philosophy, combined with MWI’s expertise in veterinary and agricultural markets, we will collaboratively launch the next generation of superior animal health products and services together.”

“This transaction represents a terrific opportunity for MWI and our stakeholders. Our team has done an outstanding job creating value for MWI stockholders, and we look forward to continuing our success as part of AmerisourceBergen,” said Jim Cleary, MWI Veterinary Supply President and Chief Executive Officer. “Our first core value is Customer Service, and with AmerisourceBergen, I’m confident MWI will continue to lead our industry in delivering quality service and superior value for our customers and manufacturer partners. I have been very impressed with the AmerisourceBergen team, and we look forward to working together as we continue to grow in the animal health market.”

Under the terms of the merger agreement, AmerisourceBergen will commence a tender offer no later than January 26, 2015, to acquire all outstanding shares of MWI common stock. MWI will file a recommendation statement containing the unanimous recommendation of the MWI board of directors that MWI’s stockholders tender their shares to AmerisourceBergen. AmerisourceBergen intends to acquire any shares of MWI not tendered into the tender offer via a merger that will be effected as soon as possible after the closing of the tender offer.

About MWI Veterinary Supply
MWI Veterinary Supply, Inc. is a leading distributor of animal health products across the United States of America and United Kingdom. We sell more than 50,000 products, of which over 25,000 are stocked in our distribution centers, sourced from nearly 1,000 vendors. Products we sell include pharmaceuticals, vaccines, parasiticides, diagnostics, capital equipment, supplies, veterinary pet food and nutritional products. We market these products to our customers in both the companion animal and production animal markets, and also offer our customers a variety of value-added services, including on-line ordering via our e-commerce platform, technology management systems, pharmacy fulfillment, inventory management system, equipment procurement consultation and special order fulfillment.

About AmerisourceBergen
AmerisourceBergen is one of the largest global pharmaceutical sourcing and distribution services companies, helping both healthcare providers and pharmaceutical and biotech manufacturers improve patient access to products and enhance patient care. With services ranging from drug distribution and niche premium logistics to reimbursement and pharmaceutical consulting services, AmerisourceBergen delivers innovative programs and solutions across the pharmaceutical supply channel. With nearly $120 billion in annual revenue, AmerisourceBergen is headquartered in Valley Forge, PA, and employs approximately 14,000 people. AmerisourceBergen is ranked #28 on the Fortune 500 list. For more information, go to www.amerisourcebergen.com.