Exhibit 99.11
JOINT FILING AGREEMENT
JOINT FILING AGREEMENT, dated as of August 25, 2016, by and among (i) Walgreens Boots Alliance Holdings LLC, a Delaware limited liability company (“WBA Holdings”); (ii) WBA Investments, Inc., a Delaware corporation (“WBA Investments”); and (iii) Walgreens Boots Alliance, Inc., a Delaware corporation (“WBA”). WBA Holdings, WBA Investments and WBA are collectively referred to as the “Reporting Persons.”
WHEREAS, each of the undersigned desires to consent and agree, in accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, to the joint filing on behalf of each of them of a Statement on Schedule 13D and all amendments thereto with respect to the common stock, par value $0.01 per share (“Common Stock”), of AmerisourceBergen Corporation, a Delaware corporation (the “Issuer”) beneficially owned (or may be deemed to be beneficially owned, as applicable) by each of them.
NOW, THEREFORE, the parties hereto agree as follows:
1. The Reporting Persons (collectively, the “Reporting Group”) shall prepare a single statement containing the information required by Schedule 13D with respect to their respective interests in the Common Stock, including any amendments thereto (the “Reporting Group Schedule 13D”), and the Reporting Group Schedule 13D shall be filed on behalf of each of them. This Joint Filing Agreement may be referenced therein and shall be included as an exhibit thereto.
2. Each member of the Reporting Group shall be responsible for the timely filing of the Reporting Group Schedule 13D and any necessary amendments thereto, and for the completeness and accuracy of the information concerning him or it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning any other party contained therein, except to the extent that he or it knows or has reason to believe that such information is inaccurate.
3. This Agreement shall continue unless terminated by any party hereto.
4. The General Counsel of Walgreens Boots Alliance, Inc. shall be designated as the person authorized to receive notices and communications with respect to the Reporting Group Schedule 13D and any amendments thereto.
5. This Agreement may be executed in counterparts, each of which taken together shall constitute one and the same instrument.
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IN WITNESS WHEREOF, the undersigned have executed this Agreement as of the date first above written.
| WALGREENS BOOTS ALLIANCE HOLDINGS LLC | ||
| By: | /s/ Jason Dubinsky | |
| Name: | Jason Dubinsky | |
| Title: | Vice President | |
| WBA INVESTMENTS, INC. | ||
| By: | /s/ Jason Dubinsky | |
| Name: | Jason Dubinsky | |
| Title: | Vice President | |
| WALGREENS BOOTS ALLIANCE, INC. | ||
| By: | /s/ Kimberly Scardino | |
| Name: | Kimberly Scardino | |
| Title: | Senior Vice President, Global Controller and Chief Accounting Officer | |