Approximately $2.3 Billion of Debt Securities Affected
New York, June 19, 2012 -- Moody's Investors Service today placed Walgreen Co.'s
senior unsecured rating on review for downgrade. At the same time,
Moody's affirmed Walgreen's commercial paper rating of Prime--2.
The review for downgrade is prompted by Walgreen's announcement
that it had entered into an agreement to purchase 45% of the equity
of Alliance Boots. Walgreen intends to finance this transaction
with a combination of additional debt, equity, and excess
cash.
The following ratings are placed on review for downgrade
Senior unsecured rating of A3
Senior unsecured shelf rating of (P) A3
The following rating is affirmed
Commercial paper rating of Prime-2
RATINGS RATIONALE
The review for downgrade is prompted by the sizable amount of debt that
Walgreen will incur to finance the equity purchase. Moody's
estimates the additional debt will add about a half a turn to Walgreen's
existing debt to EBITDA. In addition, the review also reflects
the sizable amount of debt at Alliance Boots as well as its large near
dated debt maturities starting in 2014. "Walgreen's
equity investment in Alliance Boots will weaken its capital structure.
Alliance Boots is a highly leveraged company and Walgreen will also significantly
increase its debt level to finance the investment," stated
Maggie Taylor, a senior credit officer with Moody's.
"However, the combination should drive substantial cost savings
from purchasing synergies for both companies," she added.
The review will focus on the potential synergies and cost savings that
both companies may achieve. The review will also focus on Walgreen's
proforma capital structure and liquidity as well as the economic impact
on Walgreen due to Alliance Boots highly leverage capital structured and
near dated debt maturities. The review will also consider the economic
environment in Europe where Alliance Boots has a sizable amount of business.
The review will also consider the satisfaction of certain conditions including
notification and clearance by antitrust authorties in the U.S.
and Germany. Finally, the review will assess Walgreen's
go forward financial policy.
Based upon the terms of the transaction as outlined, should Walgreen's
long term ratings be downgraded, Moody's anticipates that
its senior unsecured rating would likely only be downgraded by one notch.
In addtion, Moody's also expects that the commercial paper rating
of Prime-2 would be affirmed. Moody's anticipates
that Walgreen's rating outlook may remain negative given Alliance
Boots highly leveraged capital structure and its sizable near term debt
maturities. The reveiw for downgrade will conclude after the successful
closing of the transaction.
The principal methodology used in rating Walgreen Co. was the Global
Retail Industry Methodology published in June 2011. Please see
the Credit Policy page on www.moodys.com for a copy of these
methodologies.
Walgreen Company, headquartered in Deerfield, Illinois,
operates over 7,800 drugstores in all 50 states, the District
of Columbia, and Puerto Rico. It also operates 700 worksite
health centers and retail clinics along with home care facilities.
Revenues are about $72 billion. Alliance Boots, incorporated
in Switzerland, is a pharmacy-led healthy and beauty retailer
and a pharmaceutical wholesaler and distritbutor in the United Kingdom
and throughout Europe. Alliance Boots revenues are about GBP23
million.
REGULATORY DISCLOSURES
The Global Scale Credit Ratings on this press release that are issued
by one of Moody's affiliates outside the EU are endorsed by Moody's
Investors Service Ltd., One Canada Square, Canary Wharf,
London E 14 5FA, UK, in accordance with Art.4 paragraph
3 of the Regulation (EC) No 1060/2009 on Credit Rating Agencies.
Further information on the EU endorsement status and on the Moody's
office that has issued a particular Credit Rating is available on www.moodys.com.
For ratings issued on a program, series or category/class of debt,
this announcement provides relevant regulatory disclosures in relation
to each rating of a subsequently issued bond or note of the same series
or category/class of debt or pursuant to a program for which the ratings
are derived exclusively from existing ratings in accordance with Moody's
rating practices. For ratings issued on a support provider,
this announcement provides relevant regulatory disclosures in relation
to the rating action on the support provider and in relation to each particular
rating action for securities that derive their credit ratings from the
support provider's credit rating. For provisional ratings,
this announcement provides relevant regulatory disclosures in relation
to the provisional rating assigned, and in relation to a definitive
rating that may be assigned subsequent to the final issuance of the debt,
in each case where the transaction structure and terms have not changed
prior to the assignment of the definitive rating in a manner that would
have affected the rating. For further information please see the
ratings tab on the issuer/entity page for the respective issuer on www.moodys.com.
Moody's considers the quality of information available on the rated
entity, obligation or credit satisfactory for the purposes of issuing
a rating.
Moody's adopts all necessary measures so that the information it
uses in assigning a rating is of sufficient quality and from sources Moody's
considers to be reliable including, when appropriate, independent
third-party sources. However, Moody's is not
an auditor and cannot in every instance independently verify or validate
information received in the rating process.
Please see Moody's Rating Symbols and Definitions on the Rating
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the meaning of each rating category and the definition of default and
recovery.
Please see ratings tab on the issuer/entity page on www.moodys.com
for the last rating action and the rating history. The date on
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Consequently, Moody's provides a date that it believes is
the most reliable and accurate based on the information that is available
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for further information.
Please see www.moodys.com for any updates on changes to
the lead rating analyst and to the Moody's legal entity that has
issued the rating.
Margaret Taylor
VP - Senior Credit Officer
Corporate Finance Group
Moody's Investors Service, Inc.
250 Greenwich Street
New York, NY 10007
U.S.A.
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653
Kendra M. Smith
MD - Corporate Finance
Corporate Finance Group
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653
Releasing Office:
Moody's Investors Service, Inc.
250 Greenwich Street
New York, NY 10007
U.S.A.
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653
Moody's places Walgreen's A3 sr unsecured rating on review for downgrade