Document_and_Entity_Informatio
Document and Entity Information | 6 Months Ended | |
Mar. 31, 2015 | Apr. 30, 2015 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | AMERISOURCEBERGEN CORP | |
Entity Central Index Key | 1140859 | |
Document Type | 10-Q | |
Document Period End Date | 31-Mar-15 | |
Amendment Flag | FALSE | |
Document Fiscal Year Focus | 2015 | |
Document Fiscal Period Focus | Q2 | |
Current Fiscal Year End Date | -21 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 219,685,548 | |
Trading Symbol | abc |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Mar. 31, 2015 | Sep. 30, 2014 |
In Thousands, unless otherwise specified | ||
Current assets: | ||
Cash and cash equivalents | $2,336,979 | $1,808,513 |
Accounts receivable, less allowances for returns and doubtful accounts: $884,810 at March 31, 2015 and $998,383 at September 30, 2014 | 7,560,122 | 6,312,883 |
Merchandise inventories | 9,517,312 | 8,593,852 |
Prepaid expenses and other | 142,410 | 84,957 |
Total current assets | 19,556,823 | 16,800,205 |
Property and equipment, at cost: | ||
Land | 39,490 | 37,538 |
Buildings and improvements | 407,071 | 359,037 |
Machinery, equipment and other | 1,365,364 | 1,295,854 |
Total property and equipment | 1,811,925 | 1,692,429 |
Less accumulated depreciation | -856,367 | -792,847 |
Property and equipment, net | 955,558 | 899,582 |
Goodwill and other intangible assets | 6,122,137 | 3,481,744 |
Other assets | 371,012 | 350,652 |
TOTAL ASSETS | 27,005,530 | 21,532,183 |
Current liabilities: | ||
Accounts payable | 18,395,154 | 15,592,834 |
Accrued expenses and other | 649,637 | 561,863 |
Short-term debt | 64,205 | |
Deferred income taxes | 1,116,910 | 1,095,463 |
Total current liabilities | 20,225,906 | 17,250,160 |
Long-term debt | 3,942,517 | 1,995,632 |
Other liabilities | 920,852 | 329,492 |
Stockholders' equity: | ||
Common stock, $0.01 par value - authorized: 600,000,000 shares; issued and outstanding: 274,067,580 shares and 221,110,118 shares at March 31, 2015, respectively, and 271,126,753 shares and 221,908,650 shares at September 30, 2014, respectively | 2,741 | 2,711 |
Additional paid-in capital | 3,868,378 | 2,749,185 |
Retained earnings | 728,973 | 1,570,429 |
Accumulated other comprehensive loss | -75,585 | -52,046 |
Treasury stock, at cost: 52,957,462 shares at March 31, 2015 and 49,218,103 shares at September 30, 2014 | -2,608,252 | -2,313,380 |
Total stockholders' equity | 1,916,255 | 1,956,899 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $27,005,530 | $21,532,183 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Mar. 31, 2015 | Sep. 30, 2014 |
In Thousands, except Share data, unless otherwise specified | ||
Current assets: | ||
Allowances for returns and doubtful accounts | $884,810 | $998,383 |
Stockholders' equity: | ||
Common stock, par value | $0.01 | $0.01 |
Common stock, shares authorized | 600,000,000 | 600,000,000 |
Common stock, shares issued | 274,067,580 | 271,126,753 |
Common stock, shares outstanding | 221,110,118 | 221,908,650 |
Treasury stock, shares held | 52,957,462 | 49,218,103 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (Unaudited) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2014 |
Consolidated Statements of Operations [Abstract] | ||||
Revenue | $32,669,267 | $28,455,903 | $66,257,869 | $57,632,265 |
Cost of goods sold | 31,757,291 | 27,726,310 | 64,593,594 | 56,214,447 |
Gross profit | 911,976 | 729,593 | 1,664,275 | 1,417,818 |
Operating expenses: | ||||
Distribution, selling, and administrative | 442,443 | 376,341 | 858,934 | 740,401 |
Depreciation | 45,699 | 37,968 | 89,472 | 75,287 |
Amortization | 10,506 | 6,526 | 16,030 | 13,157 |
Warrants | 752,706 | 5,663 | 1,124,111 | 121,960 |
Employee severance, litigation and other | 24,871 | 1,967 | 28,374 | 6,269 |
Operating (loss) income | -364,249 | 301,128 | -452,646 | 460,744 |
Other loss (income) | 11,405 | -3,783 | 12,719 | -4,380 |
Interest expense, net | 22,946 | 19,474 | 40,288 | 38,306 |
(Loss) income from continuing operations before income taxes | -398,600 | 285,437 | -505,653 | 426,818 |
Income taxes | 114,790 | 105,360 | 207,684 | 197,810 |
(Loss) income from continuing operations | -513,390 | 180,077 | -713,337 | 229,008 |
Loss from discontinued operations, net of income taxes | -7,546 | |||
Net (loss) income | ($513,390) | $180,077 | ($713,337) | $221,462 |
Basic earnings per share: | ||||
Continuing operations | ($2.33) | $0.78 | ($3.24) | $1 |
Discontinued operations | ($0.03) | |||
Rounding | ($0.01) | |||
Total | ($2.33) | $0.78 | ($3.24) | $0.96 |
Diluted earnings per share: | ||||
Continuing operations | ($2.33) | $0.76 | ($3.24) | $0.97 |
Discontinued operations | ($0.03) | |||
Total | ($2.33) | $0.76 | ($3.24) | $0.94 |
Weighted average common shares outstanding: | ||||
Basic | 220,243 | 229,409 | 219,854 | 229,852 |
Diluted | 220,243 | 236,268 | 219,854 | 236,650 |
Cash dividends declared per share of common stock | $0.29 | $0.24 | $0.58 | $0.47 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Income (Unaudited) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2014 |
Statement of Income and Comprehensive Income [Abstract] | ||||
Net (loss) income | ($513,390) | $180,077 | ($713,337) | $221,462 |
Other comprehensive loss: | ||||
Net change in foreign currency translation adjustments | -18,108 | -3,173 | -26,838 | -8,615 |
Other | 3,250 | -265 | 3,299 | -416 |
Total other comprehensive loss | -14,858 | -3,438 | -23,539 | -9,031 |
Total comprehensive (loss) income | ($528,248) | $176,639 | ($736,876) | $212,431 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (Unaudited) (USD $) | 6 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
OPERATING ACTIVITIES | ||
Net (loss) income | ($713,337) | $221,462 |
Loss from discontinued operations | 7,546 | |
(Loss) income from continuing operations | -713,337 | 229,008 |
Adjustments to reconcile (loss) income from continuing operations to net cash provided by (used in) operating activities: | ||
Depreciation, including amounts charged to cost of goods sold | 89,436 | 76,395 |
Amortization, including amounts charged to interest expense | 18,394 | 15,556 |
(Benefit) provision for doubtful accounts | -606 | 13,095 |
Benefit for deferred income taxes | -5,717 | -11,143 |
Warrant expense | 1,124,111 | 121,960 |
Share-based compensation | 33,408 | 22,018 |
Loss on sale of business | 7,814 | |
Other | -3,587 | -6,309 |
Changes in operating assets and liabilities, excluding the effects of acquisitions and divestitures: | ||
Accounts receivable | -810,902 | -495,495 |
Merchandise inventories | -611,235 | -1,486,055 |
Prepaid expenses and other assets | -54,138 | 27,083 |
Accounts payable, accrued expenses, and income taxes | 2,566,923 | 1,612,833 |
Other liabilities | -1,880 | 1,253 |
Net cash provided by operating activities - continuing operations | 1,638,684 | 120,199 |
Net cash used in operating activities - discontinued operations | -7,546 | |
NET CASH PROVIDED BY OPERATING ACTIVITIES | 1,638,684 | 112,653 |
INVESTING ACTIVITIES | ||
Capital expenditures | -105,201 | -125,392 |
Cost of acquired companies, net of cash acquired | -2,603,918 | -9,103 |
Proceeds from sale of business | 18,498 | |
Other | 1,168 | 6,360 |
NET CASH USED IN INVESTING ACTIVITIES | -2,689,453 | -128,135 |
FINANCING ACTIVITIES | ||
Long- term debt borrowings | 1,996,390 | |
Borrowings under revolving and securitization credit facilities | 33,076 | 16,133,500 |
Repayments under revolving and securitization credit facilities | -18,685 | -16,133,500 |
Purchases of common stock | -316,480 | -251,961 |
Exercises of stock options, including excess tax benefits of $66,032 and $22,670 in fiscal 2015 and 2014, respectively | 141,895 | 59,675 |
Cash dividends on common stock | -128,119 | -108,397 |
Purchases of capped call options | -100,000 | -211,397 |
Debt issuance costs and other | -28,842 | -6,714 |
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES | 1,579,235 | -518,794 |
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 528,466 | -534,276 |
Cash and cash equivalents at beginning of period | 1,808,513 | 1,231,006 |
CASH AND CASH EQUIVALENTS AT END OF PERIOD | $2,336,979 | $696,730 |
Consolidated_Statements_of_Cas1
Consolidated Statements of Cash Flows (Unaudited) (Parenthetical) (USD $) | 6 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
FINANCING ACTIVITIES | ||
Excess tax benefit from the exercise of stock options | $66,032 | $22,670 |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 6 Months Ended |
Mar. 31, 2015 | |
Summary of Significant Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies [Text Block] | |
Note 1. Summary of Significant Accounting Policies | |
Basis of Presentation | |
The accompanying financial statements present the consolidated financial position, results of operations and cash flows of AmerisourceBergen Corporation and its wholly owned subsidiaries (the “Company”) as of the dates and for the periods indicated. All intercompany accounts and transactions have been eliminated in consolidation. | |
The accompanying unaudited consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”) for interim financial information, the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. In the opinion of management, all adjustments (consisting only of normal recurring accruals, except as otherwise disclosed herein) considered necessary to present fairly the financial position as of March 31, 2015 and the results of operations and cash flows for the interim periods ended March 31, 2015 and 2014 have been included. Certain information and footnote disclosures normally included in financial statements presented in accordance with U.S. GAAP, but which are not required for interim reporting purposes, have been omitted. The accompanying unaudited consolidated financial statements should be read in conjunction with the financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2014. | |
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect amounts reported in the financial statements and accompanying notes. Actual amounts could differ from these estimated amounts. | |
In May 2014, the Financial Accounting Standards Board issued Accounting Standards Update No. 2014-09, “Revenue from Contracts with Customers (Topic 606)” (“ASU 2014-09”). ASU 2014-09 supersedes the revenue recognition requirements in Accounting Standards Codification 605 — Revenue Recognition and most industry-specific guidance throughout the Codification. ASU 2014-09 outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers. The standard’s core principle is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. ASU 2014-09 is effective for annual reporting periods beginning after December 15, 2016, including interim periods within those reporting periods. Early adoption is not permitted under GAAP and either full or modified retrospective application is required. In April 2015, the Financial Accounting Standards Board issued an exposure draft of the proposed ASU that will delay the effective date of ASU 2014-09 by one year and also permit entities to adopt the standard as early as the original public entity effective date. The Company has not yet selected a transition method and is currently evaluating the impact of adopting this new accounting guidance. | |
In April 2015, the Financial Accounting Standards Board issued Accounting Standards Update No. 2015-03, Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs (“ASU 2015-03”). ASU 2015-03 is the result of the Financial Accounting Standards Board’s simplification initiative intended to improve U.S. GAAP by reducing costs and complexity while maintaining or enhancing the usefulness of related financial statement information. ASU 2015-03 specifies that debt issuance costs related to a note shall be reported in the balance sheet as a direct reduction from the face amount of the note. ASU 2015-03 is effective for annual reporting periods beginning after December 15, 2015, and interim periods within those fiscal years. ASU 2015-03 will require the Company to reclassify its capitalized debt issuance costs currently recorded as assets on the consolidated condensed balance sheets. ASU 2015-03 will have no effect on the Company’s results of operations or liquidity. | |
As of March 31, 2015, there were no other recently issued accounting standards that will have a material impact on the Company’s financial position or results of operations upon their adoption. | |
Acquisition
Acquisition | 6 Months Ended |
Mar. 31, 2015 | |
Business Combinations [Abstract] | |
Business Combination Disclosure [Text Block] | |
Note 2. Acquisition | |
On February 24, 2015, the Company acquired MWI Veterinary Supply, Inc. (“MWI”) for a purchase price of $2.6 billion. MWI is a leading animal health distribution company in the United States and in the United Kingdom. MWI’s annual revenues are estimated to be approximately $3.0 billion. For reportable segment presentation, MWI’s operating results are included within Other. | |
The purchase price has been preliminarily allocated to the underlying assets acquired and liabilities assumed based upon their estimated fair values at the date of the acquisition. The preliminary allocation is pending finalization of the appraisals of intangible assets and the corresponding deferred taxes, as well as the finalization of the working capital account balances. There can be no assurance that the estimated amounts recorded represent the final purchase price allocation. The purchase price currently exceeds the estimated fair value of the net tangible and intangible assets acquired by $1.2 billion, which was allocated to goodwill. The estimated fair value of accounts receivable, inventory, and accounts payable acquired was $384.9 million, $440.0 million and $365.1 million, respectively. The estimated fair value of the intangible assets acquired of $1.5 billion consists of customer relationships of $1.1 billion, a trade name of $344.0 million, and software technology of $11.0 million. The Company established an estimated deferred tax liability of $562.7 million primarily in connection with the intangible assets acquired. The Company is amortizing the estimated fair values of the acquired customer relationships and software technology over the remaining estimated useful lives of 20 years and 8 years, respectively. The trade name has been determined to have an indefinite life. Goodwill and intangibles resulting from the acquisition are not expected to be deductible for income tax purposes. | |
Income_Taxes
Income Taxes | 6 Months Ended |
Mar. 31, 2015 | |
Income Taxes [Abstract] | |
Income Taxes [Text Block] | |
Note 3. Income Taxes | |
The Company files income tax returns in U.S. federal and state jurisdictions as well as various foreign jurisdictions. As of March 31, 2015, the Company had unrecognized tax benefits, defined as the aggregate tax effect of differences between tax return positions and the benefits recognized in the Company’s financial statements, of $54.7 million ($38.6 million, net of federal benefit). If recognized, these tax benefits would reduce income tax expense and the effective tax rate. Included in this amount is $8.5 million of interest and penalties, which the Company records in income tax expense. During the six months ended March 31, 2015, unrecognized tax benefits increased by $4.1 million. During the next 12 months, it is reasonably possible that state tax audit resolutions and the expiration of statutes of limitations could result in a reduction of unrecognized tax benefits by approximately $6.7 million. | |
In March 2013, the Company issued Warrants (as defined in Note 6) in connection with various agreements and arrangements with Walgreens Boots Alliance, Inc. (“WBA”), as successor in interest to Walgreen Co. (“Walgreens”) and Alliance Boots GmbH (“Alliance Boots”). As of the date of issuance, the Warrants were valued at $242.4 million, which approximates the amount that will be deductible for income tax purposes. The fair value of the Warrants as of March 31, 2015 was $2,743.8 million. The excess of the fair value of the Warrants over the initial value is not tax deductible. As a result, in periods where the fair value of the Warrants exceeds the initial value, the Company’s effective income tax rate will be higher than its normal historical rate. | |
Goodwill_and_Other_Intangible_
Goodwill and Other Intangible Assets | 6 Months Ended | |||||||||||||||||||
Mar. 31, 2015 | ||||||||||||||||||||
Goodwill and Other Intangible Assets [Abstract] | ||||||||||||||||||||
Goodwill and Other Intangible Assets [Text Block] | ||||||||||||||||||||
Note 4. Goodwill and Other Intangible Assets | ||||||||||||||||||||
Following is a summary of the changes in the carrying value of goodwill, by reportable segment, for the six months ended March 31, 2015 (in thousands): | ||||||||||||||||||||
Pharmaceutical | Other | Total | ||||||||||||||||||
Distribution | ||||||||||||||||||||
Goodwill at September 30, 2014 | $ | 2,400,926 | $ | 547,576 | $ | 2,948,502 | ||||||||||||||
Goodwill recognized in connection with acquisitions | 17,048 | 1,177,529 | 1,194,577 | |||||||||||||||||
Goodwill disposed in connection with divestiture | (3,605 | ) | — | (3,605 | ) | |||||||||||||||
Foreign currency translation | — | (3,053 | ) | (3,053 | ) | |||||||||||||||
Goodwill at March 31, 2015 | $ | 2,414,369 | $ | 1,722,052 | $ | 4,136,421 | ||||||||||||||
Following is a summary of other intangible assets (in thousands): | ||||||||||||||||||||
March 31, 2015 | September 30, 2014 | |||||||||||||||||||
Gross | Accumulated | Net | Gross | Accumulated | Net | |||||||||||||||
Carrying | Amortization | Carrying | Carrying | Amortization | Carrying | |||||||||||||||
Amount | Amount | Amount | Amount | |||||||||||||||||
Indefinite-lived intangibles - trade names | $ | 685,055 | $ | — | $ | 685,055 | $ | 343,707 | $ | — | $ | 343,707 | ||||||||
Finite-lived intangibles: | ||||||||||||||||||||
Customer relationships | 1,377,500 | (110,162 | ) | 1,267,338 | 268,208 | (98,412 | ) | 169,796 | ||||||||||||
Other | 77,153 | (43,830 | ) | 33,323 | 71,114 | (51,375 | ) | 19,739 | ||||||||||||
Total other intangible assets | $ | 2,139,708 | $ | (153,992 | ) | $ | 1,985,716 | $ | 683,029 | $ | (149,787 | ) | $ | 533,242 | ||||||
Amortization expense for finite-lived intangible assets was $16.0 million and $13.2 million in the six months ended March 31, 2015 and 2014, respectively. Amortization expense for finite-lived intangible assets is estimated to be $55.4 million in fiscal 2015, $78.7 million in fiscal 2016, $75.5 million in fiscal 2017, $73.4 million in fiscal 2018, $72.9 million in fiscal 2019, and $961.8 million thereafter. | ||||||||||||||||||||
Debt
Debt | 6 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Debt [Abstract] | ||||||||
Debt [Text Block] | ||||||||
Note 5. Debt | ||||||||
Debt consisted of the following (in thousands): | ||||||||
March 31, | September 30, | |||||||
2015 | 2014 | |||||||
Multi-currency revolving credit facility due 2019 | $ | — | $ | — | ||||
Receivables securitization facility due 2017 | — | — | ||||||
Revolving credit note | — | — | ||||||
Overdraft facility | 14,205 | — | ||||||
Term loan | 1,000,000 | — | ||||||
$600,000, 1.15% senior notes due 2017 | 599,550 | 599,379 | ||||||
$400,000, 4.875% senior notes due 2019 | 398,287 | 398,122 | ||||||
$500,000, 3.50% senior notes due 2021 | 499,532 | 499,497 | ||||||
$500,000, 3.40% senior notes due 2024 | 498,706 | 498,634 | ||||||
$500,000, 3.25% senior notes due 2025 | 497,369 | — | ||||||
$500,000, 4.25% senior notes due 2045 | 499,073 | — | ||||||
Total debt | $ | 4,006,722 | $ | 1,995,632 | ||||
Less current portion | 64,205 | — | ||||||
Total, net of current portion | $ | 3,942,517 | $ | 1,995,632 | ||||
The Company has a $1.4 billion multi-currency senior unsecured revolving credit facility, which expires in August 2019 (the “Multi-Currency Revolving Credit Facility”), with a syndicate of lenders. Interest on borrowings under the Multi-Currency Revolving Credit Facility accrues at specified rates based on the Company’s debt rating and ranges from 69 basis points to 110 basis points over LIBOR/EURIBOR/Bankers Acceptance Stamping Fee, as applicable (90 basis points over LIBOR/EURIBOR/Bankers Acceptance Stamping Fee at March 31, 2015). Additionally, interest on borrowings denominated in Canadian dollars may accrue at the greater of the Canadian prime rate or the CDOR rate. The Company pays facility fees to maintain the availability under the Multi-Currency Revolving Credit Facility at specified rates based on its debt rating, ranging from 6 basis points to 15 basis points, annually, of the total commitment (10 basis points at March 31, 2015). The Company may choose to repay or reduce its commitments under the Multi-Currency Revolving Credit Facility at any time. The Multi-Currency Revolving Credit Facility contains covenants, including compliance with a financial leverage ratio test, as well as others that impose limitations on, among other things, indebtedness of excluded subsidiaries and asset sales, with which the Company was compliant as of March 31, 2015. | ||||||||
The Company has a commercial paper program whereby it may from time to time issue short-term promissory notes in an aggregate amount of up to $1.4 billion at any one time. Amounts available under the program may be borrowed, repaid, and re-borrowed from time to time. The maturities on the notes will vary, but may not exceed 365 days from the date of issuance. The notes will bear interest rates, if interest bearing, or will be sold at a discount from their face amounts. The commercial paper program does not increase the Company’s borrowing capacity as it is fully backed by the Company’s Multi-Currency Revolving Credit Facility. There were no borrowings outstanding under the commercial paper program at March 31, 2015. | ||||||||
The Company has a $950 million receivables securitization facility (“Receivables Securitization Facility”), which was scheduled to expire in June 2016. In December 2014, the Company entered into an amendment to the Receivables Securitization Facility to extend the maturity date to December 2017. The Company has available to it an accordion feature whereby the commitment on the Receivables Securitization Facility may be increased by up to $250 million, subject to lender approval, for seasonal needs during the December and March quarters. Interest rates are based on prevailing market rates for short-term commercial paper or LIBOR plus a program fee of 75 basis points. The Company pays an unused fee of 40 basis points, annually, to maintain the availability under the Receivables Securitization Facility. The Receivables Securitization Facility contains similar covenants to the Multi-Currency Revolving Credit Facility, with which the Company was compliant as of March 31, 2015. | ||||||||
The Company has an uncommitted, unsecured line of credit available to it pursuant to a revolving credit note (“Revolving Credit Note”). The Revolving Credit Note provides the Company with the ability to request short-term unsecured revolving credit loans from time to time in a principal amount not to exceed $75 million. The Revolving Credit Note may be decreased or terminated by the bank or the Company at any time without prior notice. MWI also has an uncommitted U.K. overdraft facility (“Overdraft Facility”), which allows it to borrow up to £20 million to fund short term normal trading cycle fluctuations. The Overdraft Facility expires in November 2016. | ||||||||
In February 2015, the Company entered into a $1.0 billion term loan credit agreement (“Term Loan”), which matures in 2020. The Term Loan is subject to quarterly principal payments equal to (1) 1.25% of the aggregate principal amount of the Term Loan beginning with the first quarterly principal payment to and including the third anniversary of the first quarterly principal payment, and (2) thereafter, 2.50% of the aggregate principal amount of the Term Loan, with the remaining balance of the Term Loan due upon maturity. The Term Loan will bear interest at a rate equal either to a base rate plus a margin or a LIBOR rate plus a margin. The margin will be based on the public debt ratings of the Company and ranges from 75 basis points to 125 basis points over a LIBOR rate (100 basis points at March 31, 2015) and 0 to 25 basis points over a base rate. The Term Loan contains similar covenants to the Multi-Currency Revolving Credit Facility, with which the Company was compliant as of March 31, 2015. | ||||||||
In February 2015, the Company issued $500 million of 3.25% senior notes due March 1, 2025 (the “2025 Notes”) and $500 million of 4.25% senior notes due March 1, 2045 (the “2045 Notes”). The 2025 Notes were sold at 99.47% of the principal amount and have an effective yield of 3.31%. The 2045 Notes were sold at 99.81% of the principal amount and have an effective yield of 4.26%. The interest on the 2025 and 2045 Notes is payable semi-annually in arrears, commencing on September 1, 2015. The 2025 and 2045 Notes rank pari passu to the Multi-Currency Revolving Credit Facility, the Revolving Credit Note, the Overdraft Facility, the $600 million 1.15% senior notes due in 2017, the $400 million 4.875% senior notes due in 2019, the $500 million 3.50% senior notes due in 2021, and the $500 million 3.40% senior notes due in 2024. | ||||||||
The Company used the proceeds from Term Loan, the 2025 Notes and the 2045 Notes to finance a portion of the $2.6 billion purchase price of MWI. | ||||||||
Stockholders_Equity_and_Earnin
Stockholders' Equity and Earnings per Share | 6 Months Ended | |||||||||
Mar. 31, 2015 | ||||||||||
Stockholders' Equity and Earnings per Share [Abstract] | ||||||||||
Stockholders Equity and Earnings per Share [Text Block] | ||||||||||
Note 6. Stockholders’ Equity and Earnings per Share | ||||||||||
In November 2014, the Company’s board of directors increased the quarterly cash dividend by 23% from $0.235 per share to $0.29 per share. | ||||||||||
In August 2013, the Company’s board of directors authorized a program allowing the Company to purchase up to $750 million of its outstanding shares of common stock, subject to market conditions. During the six months ended March 31, 2015, the Company purchased 1.9 million shares of its common stock for a total of $148.3 million under this program, which excluded $18.0 million of fiscal 2014 purchases that cash settled in October 2014. The Company had $427.0 million of availability remaining under this share repurchase program as of March 31, 2015. | ||||||||||
In March 2013, the Company and WBA entered into various agreements and arrangements pursuant to which WBA was granted the right to purchase a minority equity position in the Company, beginning with the right, but not the obligation, to purchase up to 19,859,795 shares of the Company’s common stock (approximately 7% of the Company’s common stock, on a fully diluted basis as of the date of issuance, assuming the exercise in full of the Warrants, as defined below) in open market transactions. In connection with these arrangements, Walgreens Pharmacy Strategies, LLC, a wholly owned subsidiary of WBA, was issued (a) a warrant to purchase up to 11,348,456 shares of the Company’s common stock at an exercise price of $51.50 per share exercisable during a six month period beginning in March 2016, and (b) a warrant to purchase up to 11,348,456 shares of the Company’s common stock at an exercise price of $52.50 per share exercisable during a six-month period beginning in March 2017 and Alliance Boots Luxembourg S.à.r.l., also a wholly owned subsidiary of WBA, was issued (a) a warrant to purchase up to 11,348,456 shares of the Company’s common stock at an exercise price of $51.50 per share exercisable during a six-month period beginning in March 2016 and (b) a warrant to purchase up to 11,348,456 shares of the Company’s common stock at an exercise price of $52.50 per share exercisable during a six-month period beginning in March 2017 (collectively, the “Warrants”). | ||||||||||
The Company valued these Warrants as of March 18, 2013 (date of issuance) and revised the valuation each subsequent quarter. As of March 31, 2015 the Warrants with an exercise price of $51.50 were valued at $61.22 per share and the Warrants with an exercise price of $52.50 were valued at $59.67 per share. In total, the Warrants were valued at $2,743.8 million as of March 31, 2015. Refer to “Critical Accounting Policies and Estimates — Warrants” in the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2014 for a more detailed description of the accounting for the Warrants. | ||||||||||
The Company has taken steps to mitigate the potentially dilutive effect that the exercise of the Warrants could have by hedging a portion of its future obligation to deliver common stock with a financial institution and repurchasing additional shares of its common stock for the Company’s own account over time. In June 2013, the Company commenced its hedging strategy by entering into a contract with a financial institution pursuant to which it has executed a series of issuer capped call option transactions (“Capped Calls”). The Capped Calls give the Company the right to buy shares of its common stock subject to the Warrants at specified prices at maturity, should the Warrants be exercised in 2016 and 2017 and were initially intended to cover approximately 60% of the shares subject to the Warrants at the time the Company entered into the transactions. If the Warrants are exercised, the Company will use a majority of the proceeds to repurchase its shares under the Capped Calls. The Capped Calls are subject to a “cap” price. If the Company’s share price exceeds the “cap” price in the Capped Calls at the time the Warrants are exercised, the number of shares that will be delivered to the Company under the Capped Calls will be reduced, and accordingly, will cover less than 60% of the shares of common stock subject to the Warrants. This hedge transaction was completed in January 2014, and included the purchase of Capped Calls on a total of 27.2 million shares of the Company’s common stock for a total premium of $368.7 million. | ||||||||||
Based upon the Company’s recent share price, the number of shares of common stock the Company expects to receive under the Capped Calls at maturity has been reduced. Therefore, the Company amended certain of the Capped Calls to increase their “cap” price to continue to address the potentially dilutive effect of the Warrants. The Company paid a premium of $100.0 million in January 2015 to increase the cap price on certain of the Capped Calls subject to the warrants that become exercisable in 2016. The Capped Calls permit the Company to acquire shares of its common stock at strike prices of $51.50 and $52.50 and have expiration dates ranging from February 2016 through October 2017. The Capped Calls permit net share settlement, which is limited by caps on the market price of the Company’s common stock. The Company has accounted for the Capped Calls as equity contracts and therefore, the above premiums were recorded as a reduction to paid-in capital. | ||||||||||
In May 2014, the Company’s board of directors authorized a special program allowing the Company to purchase up to $650 million of its outstanding shares of common stock, subject to market conditions, to further mitigate the potentially dilutive effect of the Warrants and supplements the Company’s previously executed warrant hedging strategy. During the six months ended March 31, 2015, the Company purchased 1.7 million shares of its common stock for a total of $132.1 million under this program, which excluded $18.0 million of fiscal 2014 purchases that cash settled in October 2014. The Company has $265.9 million of availability remaining under this special share repurchase program as of March 31, 2015. | ||||||||||
In March 2015, the Company supplemented its hedging strategy by entering into a contract with a financial institution pursuant to which it has executed a series of issuer call options (“Call Options”). The Call Options give the Company the right to buy shares of its common stock subject to the Warrants at specified prices between April and October 2015. In total, the Company purchased Call Options on six million shares of its common stock for a total premium of $80.0 million, which was accrued as of March 31, 2015. The Company has accounted for the Call Options as equity contracts and therefore, the above premiums were recorded as a reduction to paid-in capital. | ||||||||||
Based on the closing stock price of the Company’s common stock on March 31, 2015, the Capped Calls associated with the warrants exercisable in 2016 would have covered approximately 46% of the shares subject to the warrants and the Capped Calls associated with the warrants exercisable in 2017 would have covered approximately 42% of the shares subject to the warrants. Adding the shares repurchased through March 31, 2015 under the special share repurchase program, the Company would have covered approximately 70% of the warrants exercisable in 2016. | ||||||||||
Basic earnings per share is computed on the basis of the weighted average number of shares of common stock outstanding during the periods presented. Diluted earnings per share is computed on the basis of the weighted average number of shares of common stock outstanding during the periods presented plus the dilutive effect of stock options, restricted stock, restricted stock units, and the Warrants. | ||||||||||
Three months ended | Six months ended | |||||||||
March 31, | March 31, | |||||||||
(in thousands) | 2015 | 2014 | 2015 | 2014 | ||||||
Weighted average common shares outstanding - basic | 220,243 | 229,409 | 219,854 | 229,852 | ||||||
Dilutive effect of stock options, restricted stock, and restricted stock units | — | 4,863 | — | 4,985 | ||||||
Dilutive effect of Warrants | — | 1,996 | — | 1,813 | ||||||
Weighted average common shares outstanding - diluted | 220,243 | 236,268 | 219,854 | 236,650 | ||||||
The potentially dilutive stock options, restricted stock, restricted stock units, and Warrants that were antidilutive for the three and six months ended March 31, 2015 were 17.4 million and 16.0 million, respectively, and 2.3 million and 1.8 million for the three and six months ended March 31, 2014, respectively. | ||||||||||
Legal_Matters_and_Contingencie
Legal Matters and Contingencies | 6 Months Ended |
Mar. 31, 2015 | |
Legal Matters and Contingencies [Abstract] | |
Legal Matters and Contingencies [Text Block] | |
Note 7. Legal Matters and Contingencies | |
In the ordinary course of its business, the Company becomes involved in lawsuits, administrative proceedings, government subpoenas, and government investigations, including antitrust, commercial, environmental, product liability, intellectual property, regulatory, employment discrimination, and other matters. Significant damages or penalties may be sought from the Company in some matters, and some matters may require years for the Company to resolve. The Company establishes reserves based on its periodic assessment of estimates of probable losses. There can be no assurance that an adverse resolution of one or more matters during any subsequent reporting period will not have a material adverse effect on the Company’s results of operations for that period or on the Company’s financial condition. | |
Qui Tam Matters | |
The qui tam provisions of the federal civil False Claims Act and various state and local civil False Claims Acts permit a private person, known as a “relator” or whistleblower, to file civil actions under these statutes on behalf of the federal, state and local governments. Such cases may involve allegations around the marketing, sale and/or purchase of pharmaceutical products. Qui tam complaints are initially filed by the relator under seal (or on a confidential basis) and the filing of the complaint imposes obligations on government authorities to investigate the allegations in the complaint and to determine whether or not to intervene in the action. Qui tam complaints remain sealed until the court in which the case was filed orders otherwise. | |
The Company has learned that there are filings in one or more federal district courts, including a qui tam complaint filed by one of its former employees, that are under seal and may involve allegations against the Company (and/or subsidiaries or businesses of the Company, including its group purchasing organization for oncologists and its oncology distribution business) relating to its distribution of certain pharmaceutical products to providers. The Company and AmerisourceBergen Specialty Group (“ABSG”) have also received subpoenas from the United States Attorney’s Office for the Eastern District of New York (“USAO”) requesting production of documents and information relating to ABSG’s oncology distribution center and former pharmacy in Dothan, Alabama, its group purchasing organization for oncologists, and intercompany transfers of certain oncology products, which the Company believes could be related to one or more of the qui tam actions that remain under seal. The Company is in the process of responding to the subpoenas. The Company cannot predict the outcome of any pending action in which any AmerisourceBergen entity is or may become a defendant. | |
Subpoenas and Investigations | |
In fiscal 2012, the Company’s subsidiary, AmerisourceBergen Drug Corporation (“ABDC”), received a subpoena from the United States Attorney’s Office in New Jersey (the “USAO”) in connection with a grand jury proceeding requesting documents concerning ABDC’s program for controlling and monitoring diversion of controlled substances into channels other than for legitimate medical, scientific, and industrial purposes. ABDC also received a subpoena from the Drug Enforcement Administration (“DEA”) in connection with the matter. In addition to requesting information on ABDC’s diversion control program generally, the subpoenas also request additional information related to electronically stored information and documents concerning specific customers’ purchases of controlled substances. Since fiscal 2012, ABDC has received a number of subpoenas from both the USAO and the DEA requesting additional information. In fiscal 2013 and in 2014, the Company or ABDC has also received similar subpoenas from the United States Attorney’s Office in the District of Kansas and the United States Attorney’s Office in the Northern District of Ohio in connection with grand jury proceedings requesting documents concerning ABDC’s program for controlling and monitoring diversion of controlled substances into channels other than for legitimate medical, scientific and industrial purposes. As in the New Jersey matter described above, in addition to requesting information on ABDC’s diversion control program generally, the subpoenas also request documents concerning specific customers’ purchases of controlled substances. The Company is in the process of responding to the subpoenas and requests for information. The Company cannot predict the outcome of these matters. | |
State Proceedings | |
On June 26, 2012, the Attorney General of the State of West Virginia (“West Virginia”) filed a complaint in the Circuit Court of Boone County, West Virginia, against a number of pharmaceutical wholesale distributors, including the Company’s subsidiary, ABDC, alleging, among other things, that the distributors failed to provide effective controls and procedures to guard against diversion of controlled substances for illegitimate purposes in West Virginia. The complaint also alleges that the distributors acted negligently by distributing controlled substances to pharmacies that serve individuals who abuse prescription pain medication and were unjustly enriched by such conduct, violated consumer credit and protection laws, created a public nuisance, and violated state antitrust laws in connection with the distribution of controlled substances. West Virginia is seeking injunctive relief to enjoin alleged violations of state regulations requiring suspicious order monitoring and reporting and to require defendants to fund a medical monitoring treatment program. The complaint also seeks a jury trial to determine any losses and damages sustained by West Virginia as a result of the defendants’ alleged conduct. On January 2, 2014, West Virginia filed an Amended Complaint, which removed the claims for unjust enrichment, medical monitoring and antitrust violations and named two additional plaintiffs, the West Virginia Department of Military Affairs and Public Safety and the West Virginia Department of Health and Human Resources (together with West Virginia, “Plaintiffs”). On January 13, 2015, Plaintiffs filed a Second Amended Complaint under seal, which reasserted an unjust enrichment claim. Plaintiffs also filed an accompanying motion to modify the protective order so that the Second Amended Complaint may be unsealed and served on all defendants. On April 6, 2015, ABDC filed a renewed motion to dismiss and to strike the Second Amended Complaint. The Company cannot predict the outcome of this matter. | |
On March 10, 2015, the County of Fulton, Georgia (“County”), through its County Attorney R. David Ware, filed a complaint in the Superior Court for Fulton County, Georgia, against a number of pharmaceutical wholesalers, including the Company’s subsidiary ABDC. The complaint alleges that ABDC and other defendants failed to maintain effective controls against the diversion of controlled substances, failed to maintain records, and failed to report suspicious orders in violation of the Georgia Controlled Substances Act and the Georgia Pharmacy Practice Act. The complaint also alleges that the defendants acted negligently in the marketing, promotion, and distribution of controlled substances by failing to guard against misconduct by physicians, pharmacists, and other parties who diverted controlled substances for illegitimate users. The complaint further asserts that defendants were unjustly enriched by such conduct and created a public nuisance. The County seeks injunctive relief and a trial by jury to determine damages. The defendants filed a Notice of Removal on April 14, 2015 and filed a motion to dismiss on April 21, 2015. The Company cannot predict the outcome of this matter. | |
Litigation_Settlements
Litigation Settlements | 6 Months Ended |
Mar. 31, 2015 | |
Litigation Settlements [Abstract] | |
Litigation Settlements [Text Block] | |
Note 8. Litigation Settlements | |
Antitrust Settlements | |
Numerous class action lawsuits have been filed against certain brand pharmaceutical manufacturers alleging that the manufacturer, by itself or in concert with others, took improper actions to delay or prevent generic drugs from entering the market. The Company has not been named a plaintiff in any of these class actions, but has been a member of the direct purchasers’ class (i.e., those purchasers who purchase directly from these pharmaceutical manufacturers). None of the class actions have gone to trial, but some have settled in the past with the Company receiving proceeds from the settlement funds. During the three and six months ended March 31, 2015, the Company recognized gains of $21.5 million, relating to the above-mentioned class action lawsuits. During the three and six months ended March 31, 2014, the Company recognized gains of $0.8 million and $21.9 million, respectively, relating to the above-mentioned class action lawsuits. These gains, which are net of attorney fees and estimated payments due to other parties, were recorded as reductions to cost of goods sold in the Company’s consolidated statements of operations. | |
Fair_Value_of_Financial_Instru
Fair Value of Financial Instruments | 6 Months Ended |
Mar. 31, 2015 | |
Fair Value of Financial Instruments [Abstract] | |
Fair Value of Financial Instruments [Text Block] | |
Note 9. Fair Value of Financial Instruments | |
The recorded amounts of the Company’s cash and cash equivalents, accounts receivable, and accounts payable at March 31, 2015 and September 30, 2014 approximate fair value based upon the relatively short-term nature of these financial instruments. Within cash and cash equivalents, the Company had $875.0 million and $400.0 million of investments in money market accounts as of March 31, 2015 and September 30, 2014, respectively. The fair values of the money market accounts were based on unadjusted quoted prices in active markets for identical assets, otherwise known as Level 1 inputs. The recorded amount of long-term debt and the corresponding fair value as of March 31, 2015 were $3,942.5 million and $4,070.0 million, respectively. The recorded amount of long-term debt and the corresponding fair value as of September 30, 2014 were $1,995.6 million and $2,056.6 million, respectively. The fair values of debt were determined based on quoted market prices, otherwise known as Level 2 inputs. | |
Business_Segment_Information
Business Segment Information | 6 Months Ended | |||||||||||||
Mar. 31, 2015 | ||||||||||||||
Business Segment Information [Abstract] | ||||||||||||||
Business Segment Information [Text Block] | ||||||||||||||
Note 10. Business Segment Information | ||||||||||||||
The Company is organized based upon the products and services it provides to its customers. The Company’s operations are comprised of the Pharmaceutical Distribution reportable segment and Other. The Pharmaceutical Distribution reportable segment consists of the AmerisourceBergen Drug Corporation (“ABDC”) and AmerisourceBergen Specialty Group (“ABSG”) operating segments. Other consists of the AmerisourceBergen Consulting Services (“ABCS”), World Courier Group, Inc. (“World Courier”), and MWI Veterinary Supply, Inc. (“MWI”) operating segments. | ||||||||||||||
The following tables illustrate reportable segment information for the three and six months ended March 31, 2015 and 2014 (in thousands): | ||||||||||||||
Revenue | ||||||||||||||
Three months ended | Six months ended | |||||||||||||
March 31, | March 31, | |||||||||||||
2015 | 2014 | 2015 | 2014 | |||||||||||
Pharmaceutical Distribution | $ | 31,762,523 | $ | 27,932,495 | $ | 64,745,247 | $ | 56,555,086 | ||||||
Other | 986,069 | 572,503 | 1,682,070 | 1,176,635 | ||||||||||
Intersegment eliminations | (79,325 | ) | (49,095 | ) | (169,448 | ) | (99,456 | ) | ||||||
Revenue | $ | 32,669,267 | $ | 28,455,903 | $ | 66,257,869 | $ | 57,632,265 | ||||||
Intersegment eliminations primarily represent the elimination of certain ABCS sales to the Pharmaceutical Distribution reportable segment. | ||||||||||||||
Operating Income | ||||||||||||||
Three months ended | Six months ended | |||||||||||||
March 31, | March 31, | |||||||||||||
2015 | 2014 | 2015 | 2014 | |||||||||||
Pharmaceutical Distribution | $ | 488,574 | $ | 372,929 | $ | 878,976 | $ | 659,711 | ||||||
Other | 64,150 | 43,633 | 109,316 | 79,583 | ||||||||||
Total segment operating income | $ | 552,724 | $ | 416,562 | $ | 988,292 | $ | 739,294 | ||||||
The following table reconciles total segment operating income to (loss) income from continuing operations before income taxes (in thousands): | ||||||||||||||
(Loss) Income From Continuing | ||||||||||||||
Operations Before Income Taxes | ||||||||||||||
Three months ended | Six months ended | |||||||||||||
March 31, | March 31, | |||||||||||||
2015 | 2014 | 2015 | 2014 | |||||||||||
Total segment operating income | $ | 552,724 | $ | 416,562 | $ | 988,292 | $ | 739,294 | ||||||
Gains on antitrust litigation settlements | 21,483 | 849 | 21,483 | 21,872 | ||||||||||
LIFO expense | (151,144 | ) | (102,828 | ) | (295,168 | ) | (160,410 | ) | ||||||
Acquisition related intangibles amortization | (9,735 | ) | (5,825 | ) | (14,768 | ) | (11,783 | ) | ||||||
Warrant expense | (752,706 | ) | (5,663 | ) | (1,124,111 | ) | (121,960 | ) | ||||||
Employee severance, litigation and other | (24,871 | ) | (1,967 | ) | (28,374 | ) | (6,269 | ) | ||||||
Operating (loss) income | (364,249 | ) | 301,128 | (452,646 | ) | 460,744 | ||||||||
Other loss (income) | 11,405 | (3,783 | ) | 12,719 | (4,380 | ) | ||||||||
Interest expense, net | 22,946 | 19,474 | 40,288 | 38,306 | ||||||||||
(Loss) income from continuing operations before income taxes | $ | (398,600 | ) | $ | 285,437 | $ | (505,653 | ) | $ | 426,818 | ||||
Segment operating income is evaluated by the chief operating decision maker of the Company before gains on antitrust litigation settlements; LIFO expense; acquisition related intangibles amortization; Warrant expense; employee severance, litigation and other; other loss (income); and interest expense, net. All corporate office expenses are allocated to each operating segment. | ||||||||||||||
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Mar. 31, 2015 | |
Summary of Significant Accounting Policies [Abstract] | |
Basis of Accounting [Policy Text Block] | |
Basis of Presentation | |
The accompanying financial statements present the consolidated financial position, results of operations and cash flows of AmerisourceBergen Corporation and its wholly owned subsidiaries (the “Company”) as of the dates and for the periods indicated. All intercompany accounts and transactions have been eliminated in consolidation. | |
The accompanying unaudited consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”) for interim financial information, the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. In the opinion of management, all adjustments (consisting only of normal recurring accruals, except as otherwise disclosed herein) considered necessary to present fairly the financial position as of March 31, 2015 and the results of operations and cash flows for the interim periods ended March 31, 2015 and 2014 have been included. Certain information and footnote disclosures normally included in financial statements presented in accordance with U.S. GAAP, but which are not required for interim reporting purposes, have been omitted. The accompanying unaudited consolidated financial statements should be read in conjunction with the financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2014. | |
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect amounts reported in the financial statements and accompanying notes. Actual amounts could differ from these estimated amounts. | |
In May 2014, the Financial Accounting Standards Board issued Accounting Standards Update No. 2014-09, “Revenue from Contracts with Customers (Topic 606)” (“ASU 2014-09”). ASU 2014-09 supersedes the revenue recognition requirements in Accounting Standards Codification 605 — Revenue Recognition and most industry-specific guidance throughout the Codification. ASU 2014-09 outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers. The standard’s core principle is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. ASU 2014-09 is effective for annual reporting periods beginning after December 15, 2016, including interim periods within those reporting periods. Early adoption is not permitted under GAAP and either full or modified retrospective application is required. In April 2015, the Financial Accounting Standards Board issued an exposure draft of the proposed ASU that will delay the effective date of ASU 2014-09 by one year and also permit entities to adopt the standard as early as the original public entity effective date. The Company has not yet selected a transition method and is currently evaluating the impact of adopting this new accounting guidance. | |
In April 2015, the Financial Accounting Standards Board issued Accounting Standards Update No. 2015-03, Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs (“ASU 2015-03”). ASU 2015-03 is the result of the Financial Accounting Standards Board’s simplification initiative intended to improve U.S. GAAP by reducing costs and complexity while maintaining or enhancing the usefulness of related financial statement information. ASU 2015-03 specifies that debt issuance costs related to a note shall be reported in the balance sheet as a direct reduction from the face amount of the note. ASU 2015-03 is effective for annual reporting periods beginning after December 15, 2015, and interim periods within those fiscal years. ASU 2015-03 will require the Company to reclassify its capitalized debt issuance costs currently recorded as assets on the consolidated condensed balance sheets. ASU 2015-03 will have no effect on the Company’s results of operations or liquidity. | |
As of March 31, 2015, there were no other recently issued accounting standards that will have a material impact on the Company’s financial position or results of operations upon their adoption. | |
Goodwill_and_Other_Intangible_1
Goodwill and Other Intangible Assets (Tables) | 6 Months Ended | |||||||||||||||||||
Mar. 31, 2015 | ||||||||||||||||||||
Goodwill and Other Intangible Assets [Abstract] | ||||||||||||||||||||
Schedule of Goodwill [Text Block] | ||||||||||||||||||||
Following is a summary of the changes in the carrying value of goodwill, by reportable segment, for the six months ended March 31, 2015 (in thousands): | ||||||||||||||||||||
Pharmaceutical | Other | Total | ||||||||||||||||||
Distribution | ||||||||||||||||||||
Goodwill at September 30, 2014 | $ | 2,400,926 | $ | 547,576 | $ | 2,948,502 | ||||||||||||||
Goodwill recognized in connection with acquisitions | 17,048 | 1,177,529 | 1,194,577 | |||||||||||||||||
Goodwill disposed in connection with divestiture | (3,605 | ) | — | (3,605 | ) | |||||||||||||||
Foreign currency translation | — | (3,053 | ) | (3,053 | ) | |||||||||||||||
Goodwill at March 31, 2015 | $ | 2,414,369 | $ | 1,722,052 | $ | 4,136,421 | ||||||||||||||
Schedule of Other Intangible Assets [Text Block] | ||||||||||||||||||||
Following is a summary of other intangible assets (in thousands): | ||||||||||||||||||||
March 31, 2015 | September 30, 2014 | |||||||||||||||||||
Gross | Accumulated | Net | Gross | Accumulated | Net | |||||||||||||||
Carrying | Amortization | Carrying | Carrying | Amortization | Carrying | |||||||||||||||
Amount | Amount | Amount | Amount | |||||||||||||||||
Indefinite-lived intangibles - trade names | $ | 685,055 | $ | — | $ | 685,055 | $ | 343,707 | $ | — | $ | 343,707 | ||||||||
Finite-lived intangibles: | ||||||||||||||||||||
Customer relationships | 1,377,500 | (110,162 | ) | 1,267,338 | 268,208 | (98,412 | ) | 169,796 | ||||||||||||
Other | 77,153 | (43,830 | ) | 33,323 | 71,114 | (51,375 | ) | 19,739 | ||||||||||||
Total other intangible assets | $ | 2,139,708 | $ | (153,992 | ) | $ | 1,985,716 | $ | 683,029 | $ | (149,787 | ) | $ | 533,242 | ||||||
Debt_Tables
Debt (Tables) | 6 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Debt [Abstract] | ||||||||
Schedule of Debt Instruments [Text Block] | ||||||||
Debt consisted of the following (in thousands): | ||||||||
March 31, | September 30, | |||||||
2015 | 2014 | |||||||
Multi-currency revolving credit facility due 2019 | $ | — | $ | — | ||||
Receivables securitization facility due 2017 | — | — | ||||||
Revolving credit note | — | — | ||||||
Overdraft facility | 14,205 | — | ||||||
Term loan | 1,000,000 | — | ||||||
$600,000, 1.15% senior notes due 2017 | 599,550 | 599,379 | ||||||
$400,000, 4.875% senior notes due 2019 | 398,287 | 398,122 | ||||||
$500,000, 3.50% senior notes due 2021 | 499,532 | 499,497 | ||||||
$500,000, 3.40% senior notes due 2024 | 498,706 | 498,634 | ||||||
$500,000, 3.25% senior notes due 2025 | 497,369 | — | ||||||
$500,000, 4.25% senior notes due 2045 | 499,073 | — | ||||||
Total debt | $ | 4,006,722 | $ | 1,995,632 | ||||
Less current portion | 64,205 | — | ||||||
Total, net of current portion | $ | 3,942,517 | $ | 1,995,632 | ||||
Stockholders_Equity_and_Earnin1
Stockholders' Equity and Earnings Per Share (Tables) | 6 Months Ended | |||||||||
Mar. 31, 2015 | ||||||||||
Stockholders' Equity and Earnings per Share [Abstract] | ||||||||||
Schedule of Weighted Average Number of Shares [Table Text Block] | ||||||||||
Three months ended | Six months ended | |||||||||
March 31, | March 31, | |||||||||
(in thousands) | 2015 | 2014 | 2015 | 2014 | ||||||
Weighted average common shares outstanding - basic | 220,243 | 229,409 | 219,854 | 229,852 | ||||||
Dilutive effect of stock options, restricted stock, and restricted stock units | — | 4,863 | — | 4,985 | ||||||
Dilutive effect of Warrants | — | 1,996 | — | 1,813 | ||||||
Weighted average common shares outstanding - diluted | 220,243 | 236,268 | 219,854 | 236,650 | ||||||
Business_Segment_Information_T
Business Segment Information (Tables) | 6 Months Ended | |||||||||||||
Mar. 31, 2015 | ||||||||||||||
Reconciliation from Segment Totals to Consolidated [Abstract] | ||||||||||||||
Reconciliation of Revenue from Segments to Consolidated Text Block | ||||||||||||||
The following tables illustrate reportable segment information for the three and six months ended March 31, 2015 and 2014 (in thousands): | ||||||||||||||
Revenue | ||||||||||||||
Three months ended | Six months ended | |||||||||||||
March 31, | March 31, | |||||||||||||
2015 | 2014 | 2015 | 2014 | |||||||||||
Pharmaceutical Distribution | $ | 31,762,523 | $ | 27,932,495 | $ | 64,745,247 | $ | 56,555,086 | ||||||
Other | 986,069 | 572,503 | 1,682,070 | 1,176,635 | ||||||||||
Intersegment eliminations | (79,325 | ) | (49,095 | ) | (169,448 | ) | (99,456 | ) | ||||||
Revenue | $ | 32,669,267 | $ | 28,455,903 | $ | 66,257,869 | $ | 57,632,265 | ||||||
Reconciliation of Operating Profit Loss from Segments to Consolidated Text Block | ||||||||||||||
Operating Income | ||||||||||||||
Three months ended | Six months ended | |||||||||||||
March 31, | March 31, | |||||||||||||
2015 | 2014 | 2015 | 2014 | |||||||||||
Pharmaceutical Distribution | $ | 488,574 | $ | 372,929 | $ | 878,976 | $ | 659,711 | ||||||
Other | 64,150 | 43,633 | 109,316 | 79,583 | ||||||||||
Total segment operating income | $ | 552,724 | $ | 416,562 | $ | 988,292 | $ | 739,294 | ||||||
Reconciliation of Other Significant Reconciling Items from Segments to Consolidated Text Block | ||||||||||||||
The following table reconciles total segment operating income to (loss) income from continuing operations before income taxes (in thousands): | ||||||||||||||
(Loss) Income From Continuing | ||||||||||||||
Operations Before Income Taxes | ||||||||||||||
Three months ended | Six months ended | |||||||||||||
March 31, | March 31, | |||||||||||||
2015 | 2014 | 2015 | 2014 | |||||||||||
Total segment operating income | $ | 552,724 | $ | 416,562 | $ | 988,292 | $ | 739,294 | ||||||
Gains on antitrust litigation settlements | 21,483 | 849 | 21,483 | 21,872 | ||||||||||
LIFO expense | (151,144 | ) | (102,828 | ) | (295,168 | ) | (160,410 | ) | ||||||
Acquisition related intangibles amortization | (9,735 | ) | (5,825 | ) | (14,768 | ) | (11,783 | ) | ||||||
Warrant expense | (752,706 | ) | (5,663 | ) | (1,124,111 | ) | (121,960 | ) | ||||||
Employee severance, litigation and other | (24,871 | ) | (1,967 | ) | (28,374 | ) | (6,269 | ) | ||||||
Operating (loss) income | (364,249 | ) | 301,128 | (452,646 | ) | 460,744 | ||||||||
Other loss (income) | 11,405 | (3,783 | ) | 12,719 | (4,380 | ) | ||||||||
Interest expense, net | 22,946 | 19,474 | 40,288 | 38,306 | ||||||||||
(Loss) income from continuing operations before income taxes | $ | (398,600 | ) | $ | 285,437 | $ | (505,653 | ) | $ | 426,818 | ||||
Acquisitions
Acquisitions (USD $) | 3 Months Ended | 6 Months Ended | 1 Months Ended | 12 Months Ended | |||
Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2014 | Feb. 28, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | |
Business Acquisition [Line Items] | |||||||
Revenue | $32,669,267,000 | $28,455,903,000 | $66,257,869,000 | $57,632,265,000 | |||
Goodwill | 4,136,421,000 | 4,136,421,000 | 2,948,502,000 | ||||
MWI Veterinary Supply, Inc. [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Purchase price | 2,600,000,000 | 2,600,000,000 | |||||
Goodwill | 1,200,000,000 | ||||||
Accounts receivable | 384,900,000 | ||||||
Inventory | 440,000,000 | ||||||
Accounts payable | 365,100,000 | ||||||
Deferred tax liability | 562,700,000 | ||||||
Estimated fair value of the intangible assets acquired | 1,500,000,000 | ||||||
MWI Veterinary Supply, Inc. [Member] | Customer Relationships [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Estimated fair value of the intangible assets acquired | 1,100,000,000 | ||||||
Remaining estimated useful lives | 20 years | ||||||
MWI Veterinary Supply, Inc. [Member] | Trade Names [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Estimated fair value of the intangible assets acquired | 344,000,000 | ||||||
MWI Veterinary Supply, Inc. [Member] | Computer Software, Intangible Asset [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Estimated fair value of the intangible assets acquired | 11,000,000 | ||||||
Remaining estimated useful lives | 8 years | ||||||
MWI Veterinary Supply, Inc. [Member] | Scenario, Forecast [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Revenue | $3,000,000,000 |
Income_Taxes_Details
Income Taxes (Details) (USD $) | 6 Months Ended | |
In Millions, unless otherwise specified | Mar. 31, 2015 | Mar. 18, 2013 |
Current Income Tax Expense (Benefit), Continuing Operations [Abstract] | ||
Unrecognized tax benefits | $54.70 | |
Unrecognized Tax Benefits That Would Impact Effective Tax Rate | 38.6 | |
Unrecognized Tax Benefits Income Tax Penalties And Interest Accrued | 8.5 | |
Unrecognized Tax Benefits Period Increase Decrease | 4.1 | |
Significant Change In Unrecognized Tax Benefits Is Reasonably Possible Amount Of Unrecorded Benefit | 6.7 | |
Full Value of Warrants | $2,743.80 | $242.40 |
Goodwill_and_Other_Intangible_2
Goodwill and Other Intangible Assets (Details) (USD $) | 6 Months Ended |
In Thousands, unless otherwise specified | Mar. 31, 2015 |
Goodwill [Roll Forward] | |
Goodwill | $2,948,502 |
Goodwill recognized in connection with acquisition | 1,194,577 |
Goodwill disposed in connection with divestiture | -3,605 |
Foreign currency translation | -3,053 |
Goodwill | 4,136,421 |
Pharmaceutical Distribution [Member] | |
Goodwill [Roll Forward] | |
Goodwill | 2,400,926 |
Goodwill recognized in connection with acquisition | 17,048 |
Goodwill disposed in connection with divestiture | -3,605 |
Goodwill | 2,414,369 |
All Other Segments [Member] | |
Goodwill [Roll Forward] | |
Goodwill | 547,576 |
Goodwill recognized in connection with acquisition | 1,177,529 |
Foreign currency translation | -3,053 |
Goodwill | $1,722,052 |
Goodwill_and_Other_Intangible_3
Goodwill and Other Intangible Assets (Details 2) (Trade Names [Member], USD $) | Mar. 31, 2015 | Sep. 30, 2014 |
In Thousands, unless otherwise specified | ||
Trade Names [Member] | ||
Indefinitie-lived intangibles | ||
Indefinitie-lived intangibles | $685,055 | $343,707 |
Goodwill_and_Other_Intangible_4
Goodwill and Other Intangible Assets (Details 3) (USD $) | Mar. 31, 2015 | Sep. 30, 2014 |
In Thousands, unless otherwise specified | ||
Finite-lived intangibles | ||
Accumulated amortization | ($153,992) | ($149,787) |
Customer Relationships [Member] | ||
Finite-lived intangibles | ||
Gross carrying amount | 1,377,500 | 268,208 |
Accumulated amortization | -110,162 | -98,412 |
Net carrying amount | 1,267,338 | 169,796 |
Other Intangible Assets [Member] | ||
Finite-lived intangibles | ||
Gross carrying amount | 77,153 | 71,114 |
Accumulated amortization | -43,830 | -51,375 |
Net carrying amount | $33,323 | $19,739 |
Goodwill_and_Other_Intangible_5
Goodwill and Other Intangible Assets (Details 4) (USD $) | Mar. 31, 2015 | Sep. 30, 2014 |
In Thousands, unless otherwise specified | ||
Other intangible assets | ||
Gross carrying amount | $2,139,708 | $683,029 |
Accumulated amortization | -153,992 | -149,787 |
Net carrying amount | $1,985,716 | $533,242 |
Goodwill_and_Other_Intangible_6
Goodwill and Other Intangible Assets (Details 5) (USD $) | Mar. 31, 2015 |
In Millions, unless otherwise specified | |
Amortization expense, fiscal year maturity | |
2015 | $55.40 |
2016 | 78.7 |
2017 | 75.5 |
2018 | 73.4 |
2019 | 72.9 |
Thereafter | $961.80 |
Goodwill_and_Other_Intangible_7
Goodwill and Other Intangible Assets (Details 6) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2014 |
Goodwill and Other Intangible Assets [Abstract] | ||||
Amortization expense | $10,506 | $6,526 | $16,030 | $13,157 |
Debt_Details
Debt (Details) (USD $) | 6 Months Ended | 1 Months Ended | |
Mar. 31, 2015 | Feb. 28, 2015 | Sep. 30, 2014 | |
Debt Instrument [Line Items] | |||
Short-term borrowings | $64,205,000 | ||
Long term debt | 3,942,517,000 | 1,995,632,000 | |
Total debt | 4,006,722,000 | 1,995,632,000 | |
Less Current Portion | 64,205,000 | ||
Total, net of current portion | 3,942,517,000 | 1,995,632,000 | |
Receivables Securitization Facility [Member] | |||
Debt Instrument [Line Items] | |||
Maturity date | DecemberB 2017 | ||
Maximum borrowing capacity | 950,000,000 | ||
Interest rate description | prevailing market rates for short-term commercial paper or LIBOR plus a program fee of 75 basis points. | ||
Covenant terms | The Receivables Securitization Facility contains similar covenants to the Multi-Currency Revolving Credit Facility, with which the Company was compliant as of March 31, 2015. | ||
Unused fee of 40 basis points | 0.40% | ||
Ability to Increase Debt Commitment Under Accordion Feature in December and March Quarters | 250,000,000 | ||
Receivables Securitization Facility [Member] | London Interbank Offered Rate LIBOR [Member] | |||
Debt Instrument [Line Items] | |||
Variable rate spread (as a percent) | 0.75% | ||
Multi Currency Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Maturity date | AugustB 2019 | ||
Maximum borrowing capacity | 1,400,000,000 | ||
Interest rate description | 69 basis points to 110 basis points over LIBOR/EURIBOR/Bankers Acceptance Stamping Fee | ||
Covenant terms | The Multi-Currency Revolving Credit Facility contains covenants, including compliance with a financial leverage ratio test, as well as others that impose limitations on, among other things, indebtedness of excluded subsidiaries and asset sales, with which the Company was compliant as of March 31, 2015. | ||
Canadian prime rate | the Canadian prime rate or the CDOR rate | ||
Commitment fee percentage | 0.10% | ||
Debt Instrument Facility Fee Rate Effective Percentage Rate Range Minimum | 0.06% | ||
Debt Instrument Facility Fee Rate Effective Percentage Rate Range Maximum | 0.15% | ||
Multi Currency Revolving Credit Facility [Member] | LIBOR / EURIBOR / Bankers Acceptance Stamping Fee [Member] | |||
Debt Instrument [Line Items] | |||
Variable rate spread (as a percent) | 0.90% | ||
Multi Currency Revolving Credit Facility [Member] | LIBOR / EURIBOR / Bankers Acceptance Stamping Fee [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Variable rate spread (as a percent) | 0.69% | ||
Multi Currency Revolving Credit Facility [Member] | LIBOR / EURIBOR / Bankers Acceptance Stamping Fee [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Variable rate spread (as a percent) | 1.10% | ||
Overdraft Facility [Member] | |||
Debt Instrument [Line Items] | |||
Long term debt | 14,205,000 | ||
Senior Notes Due 2017 [Member] | |||
Debt Instrument [Line Items] | |||
Face amount | 600,000,000 | ||
Stated percentage | 1.15% | ||
Maturity date | 15-May-17 | ||
Long term debt | 599,550,000 | 599,379,000 | |
Senior Notes Due 2019 [Member] | |||
Debt Instrument [Line Items] | |||
Face amount | 400,000,000 | ||
Stated percentage | 4.88% | ||
Maturity date | 2019 | ||
Long term debt | 398,287,000 | 398,122,000 | |
Senior Notes Due 2021 [Member] | |||
Debt Instrument [Line Items] | |||
Face amount | 500,000,000 | ||
Stated percentage | 3.50% | ||
Maturity date | 2021 | ||
Long term debt | 499,532,000 | 499,497,000 | |
Revolving Credit Note [Member] | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | 75,000,000 | ||
Commercial Paper [Member] | |||
Debt Instrument [Line Items] | |||
Maturity date | 2019 | ||
Short-term borrowings | 0 | ||
Maximum borrowing capacity | 1,400,000,000 | ||
Terms of short term debt | The Company has a commercial paper program whereby it may from time to time issue short-term promissory notes in an aggregate amount of up to $1.4 billion at any one time. Amounts available under the program may be borrowed, repaid, and re-borrowed from time to time. The maturities on the notes will vary, but may not exceed 365 days from the date of issuance. The notes will bear interest rates, if interest bearing, or will be sold at a discount from their face amounts. The commercial paper program does not increase the Company's borrowing capacity as it is fully backed by the Company's Multi-Currency Revolving Credit Facility. There were no borrowings outstanding under the commercial paper program at March 31, 2015. | ||
Senior Notes Due 2024 [Member] | |||
Debt Instrument [Line Items] | |||
Face amount | 500,000,000 | ||
Stated percentage | 3.40% | ||
Maturity date | 15-May-24 | ||
Long term debt | 498,706,000 | 498,634,000 | |
Term Loan [Member] | |||
Debt Instrument [Line Items] | |||
Long term debt | 1,000,000,000 | ||
Maximum borrowing capacity | 1,000,000,000 | ||
Term loan maturity | 5 years | ||
Quarterly principal payments 1-9 | 1.25% | ||
Quarterly principal payments 10-20 | 2.50% | ||
Term Loan [Member] | London Interbank Offered Rate LIBOR [Member] | |||
Debt Instrument [Line Items] | |||
Variable rate spread (as a percent) | 1.00% | ||
Term Loan [Member] | London Interbank Offered Rate LIBOR [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Variable rate spread (as a percent) | 0.75% | ||
Term Loan [Member] | London Interbank Offered Rate LIBOR [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Variable rate spread (as a percent) | 1.25% | ||
Term Loan [Member] | Base Rate [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Variable rate spread (as a percent) | 0.00% | ||
Term Loan [Member] | Base Rate [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Variable rate spread (as a percent) | 0.25% | ||
Senior Notes Due 2025 [Member] | |||
Debt Instrument [Line Items] | |||
Face amount | 500,000,000 | 500,000,000 | |
Stated percentage | 3.25% | 3.25% | |
Maturity date | 1-Mar-25 | ||
Long term debt | 497,369,000 | ||
Debt instrument issuance discount percentage | 99.47% | ||
Effective Percentage | 3.31% | ||
Senior Notes Due 2045 [Member] | |||
Debt Instrument [Line Items] | |||
Face amount | 500,000,000 | 500,000,000 | |
Stated percentage | 4.25% | 4.25% | |
Maturity date | 1-Mar-45 | ||
Long term debt | 499,073,000 | ||
Debt instrument issuance discount percentage | 99.81% | ||
Effective Percentage | 4.26% | ||
MWI Veterinary Supply, Inc. [Member] | |||
Debt Instrument [Line Items] | |||
Purchase price | $2,600,000,000 | $2,600,000,000 |
Stockholders_Equity_and_Earnin2
Stockholders' Equity and Earnings per Share (Details 1) (USD $) | 1 Months Ended | 6 Months Ended | ||
In Millions, unless otherwise specified | Oct. 31, 2014 | Mar. 31, 2015 | Aug. 31, 2013 | 31-May-14 |
August 2013 Share Repurchase Program [Member] | ||||
Equity, Class of Treasury Stock [Line Items] | ||||
Treasury Stock, Shares, Acquired | 1.9 | |||
Stock Repurchase Program Remaining Authorized Amount | $427 | |||
Treasury Stock, Value Acquired, Cost Method Settlements | 18 | |||
Stock Repurchase Program Authorized Amount | 750 | |||
Treasury Stock Value Acquired Cost Method | 148.3 | |||
May 2014 Share Repurchase Program [Member] | ||||
Equity, Class of Treasury Stock [Line Items] | ||||
Treasury Stock, Shares, Acquired | 1.7 | |||
Stock Repurchase Program Remaining Authorized Amount | 265.9 | |||
Treasury Stock, Value Acquired, Cost Method Settlements | 18 | |||
Stock Repurchase Program Authorized Amount | 650 | |||
Treasury Stock Value Acquired Cost Method | $132.10 |
Stockholders_Equity_and_Earnin3
Stockholders' Equity and Earnings per Share (Details 2) (USD $) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 24 Months Ended | |||||
In Millions, except Share data, unless otherwise specified | Jan. 31, 2015 | Nov. 30, 2014 | Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2014 | Sep. 30, 2014 | Mar. 31, 2013 | Mar. 18, 2013 |
Stockholders' Equity and Earnings per Share [Abstract] | |||||||||
Cash dividends declared per share of common stock | $0.29 | $0.29 | $0.24 | $0.58 | $0.47 | ||||
Dividend increase percentage | 23.00% | ||||||||
Shares to which framework agreement allows open market purchases. | 19,859,795 | ||||||||
Percentage of Common Stock Purchases in Open Market Granted under Framework Agreement | 7.00% | ||||||||
Fair Value per Share of First Tranche of Warrants | $61.22 | $61.22 | |||||||
Fair Value per Share of Second Tranche of Warrants | $59.67 | $59.67 | |||||||
Derivative, Cost of Hedge | $100 | $368.70 | |||||||
Percentage of Warrant Dilution Intended to be Hedged with Contract | 60.00% | ||||||||
Shares Covered Under Derivative Purchases | 27,200,000 | ||||||||
Full Value of Warrants | $2,743.80 | $2,743.80 | $242.40 |
Stockholders_Equity_and_Earnin4
Stockholders' Equity and Earnings per Share (Details 3) (USD $) | 1 Months Ended |
Mar. 31, 2013 | |
Walgreens Warrant 1 [Member] | |
Class of Warrant or Right [Line Items] | |
Class of Warrant or Right, Date from which Warrants or Rights are Exercisable | 1-Mar-16 |
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 11,348,456 |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $51.50 |
Walgreens Warrant 2 [Member] | |
Class of Warrant or Right [Line Items] | |
Class of Warrant or Right, Date from which Warrants or Rights are Exercisable | 1-Mar-17 |
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 11,348,456 |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $52.50 |
Alliance Boots Warrant 1 [Member] | |
Class of Warrant or Right [Line Items] | |
Class of Warrant or Right, Date from which Warrants or Rights are Exercisable | 1-Mar-16 |
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 11,348,456 |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $51.50 |
Alliance Boots Warrant 2 [Member] | |
Class of Warrant or Right [Line Items] | |
Class of Warrant or Right, Date from which Warrants or Rights are Exercisable | 1-Mar-17 |
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 11,348,456 |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $52.50 |
Stockholders_Equity_and_Earnin5
Stockholders' Equity and Earnings per Share (Details 4) (USD $) | 6 Months Ended |
Mar. 31, 2015 | |
First Group of Tranches [Member] | |
Forward Contract Indexed to Issuer's Equity [Line Items] | |
Forward Contract Indexed to Issuer's Equity, Forward Rate | $51.50 |
Second Group of Tranches [Member] | |
Forward Contract Indexed to Issuer's Equity [Line Items] | |
Forward Contract Indexed to Issuer's Equity, Forward Rate | $52.50 |
Stockholders_Equity_and_Earnin6
Stockholders' Equity and Earnings per Share (Details 5) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2014 |
Stockholders' Equity and Earnings per Share [Abstract] | ||||
Basic | 220,243,000 | 229,409,000 | 219,854,000 | 229,852,000 |
Incremental Common Shares Attributable To Share Based Payment Arrangements | 4,863,000 | 4,985,000 | ||
Incremental Common Shares Attributable to Call Options and Warrants | 1,996,000 | 1,813,000 | ||
Weighted Average Number of Shares Outstanding, Diluted, Total | 220,243,000 | 236,268,000 | 219,854,000 | 236,650,000 |
Antidilutive Securities Excluded From Computation Of Earnings Per Share Amount | 17,400,000 | 2,300,000 | 16,000,000 | 1,800,000 |
Call options purchased on common stock | 6,000,000 | 6,000,000 | ||
Total premium | $80 | $80 | ||
Capped calls associated with the warrants exercisable in 2016 (as a percent) | 46.00% | |||
Capped calls associated with warrants exercisable in 2017 (as a percent) | 42.00% | 42.00% | ||
Exercisable warrants covered in 2016 | 70.00% | 70.00% |
Litigation_Settlements_Details
Litigation Settlements (Details) (USD $) | 3 Months Ended | 6 Months Ended | |
In Millions, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2014 |
Litigation Settlements [Abstract] | |||
Gain Loss Related to Litigation Settlement | $21.50 | $0.80 | $21.90 |
Fair_Value_of_Financial_Instru1
Fair Value of Financial Instruments (Details) (USD $) | Mar. 31, 2015 | Sep. 30, 2014 |
Fair Value of Financial Instruments [Abstract] | ||
Other Assets Fair Value Disclosure | $875,000,000 | $400,000,000 |
Long Term Debt | 3,942,517,000 | 1,995,632,000 |
Debt Instrument Fair Value | $4,070,000,000 | $2,056,600,000 |
Business_Segment_Information_D
Business Segment Information (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2014 |
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Revenues | $32,669,267 | $28,455,903 | $66,257,869 | $57,632,265 |
Operating Income (Loss) | -364,249 | 301,128 | -452,646 | 460,744 |
Gain Loss Related to Litigation Settlement | 21,500 | 800 | 21,900 | |
Warrants | -752,706 | -5,663 | -1,124,111 | -121,960 |
Employee severance, litigation and other | -24,871 | -1,967 | -28,374 | -6,269 |
Other loss (income) | 11,405 | -3,783 | 12,719 | -4,380 |
Interest expense, net | 22,946 | 19,474 | 40,288 | 38,306 |
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Extraordinary Items, Cumulative Effects of Changes in Accounting Principles, Noncontrolling Interest | -398,600 | 285,437 | -505,653 | 426,818 |
Operating Segments [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Operating Income (Loss) | 552,724 | 416,562 | 988,292 | 739,294 |
Operating Segments [Member] | Pharmaceutical Distribution [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Revenues | 31,762,523 | 27,932,495 | 64,745,247 | 56,555,086 |
Operating Income (Loss) | 488,574 | 372,929 | 878,976 | 659,711 |
Operating Segments [Member] | All Other Segments [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Revenues | 986,069 | 572,503 | 1,682,070 | 1,176,635 |
Operating Income (Loss) | 64,150 | 43,633 | 109,316 | 79,583 |
Intersegment Elimination [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Revenues | -79,325 | -49,095 | -169,448 | -99,456 |
Material Reconciling Items [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Gain Loss Related to Litigation Settlement | 21,483 | 849 | 21,483 | 21,872 |
LIFO expense | -151,144 | -102,828 | -295,168 | -160,410 |
Acquisition related intangibles amortization | -9,735 | -5,825 | -14,768 | -11,783 |
Warrants | -752,706 | -5,663 | -1,124,111 | -121,960 |
Employee severance, litigation and other | ($24,871) | ($1,967) | ($28,374) | ($6,269) |