Exhibit 99.5
Down To Business with John Standley –Q4 Fiscal 2017 Results
Taping:Monday, April 24, 2017 (9 a.m.)
Blast: Tuesday, April 25, 2017(The Rite Times, Rite Now - Special Edition)
Hello everyone, and welcome to Down to Business. We recently reported our fourth-quarter and full-year results for fiscal 2017, and I wanted to take some time to discuss our performance and what we can do heading forward to deliver a great Rite Aid experience.
As we work to gain regulatory approval of our proposed merger with Walgreens Boots Alliance, we remain confident that completing this merger is in the best interest of Rite Aid shareholders, customers and associates.
However, despite our collective focus on growing our business, the extended duration of the merger process is having a negative impact on our results. In addition, we continue to face reimbursement rate challenges that we’ve been unable to offset with drug cost reductions.
These were the primary drivers of our performance in both the fourth quarter and the full fiscal year. Although we saw increased profitability in our Pharmacy Services Segment through the EnvisionRx PBM, Adjusted EBITDA for the fourth quarter was $264.3 million compared to $383 million during the same period last year. For the full fiscal year, Adjusted EBITDA was $1.14 billion compared to $1.4 billion in the previous year.
So while we remain actively engaged with the Federal Trade Commission regarding the proposed merger, we are also taking steps to review our strategy and make necessary changes to our business to improve our performance going forward.
We’ve already taken steps to reduce costs and will continue to look for ways to operate as efficiently as possible. At the same time, we will continue to make strategic investments in successful initiatives that deliver strong returns, like prescription file buys and Wellness store remodels.
While fiscal 2017 was a challenging year, there are several areas of our business with positive momentum and even more areas that provide great opportunities heading forward.
| - | In fiscal 2017, we administered more than 4 million total immunizations for the first time in company history, which is a great accomplishment. We have a tremendous opportunity to protect the health of additional patients by engaging with seniors and letting them know we offer vaccines for pneumonia, shingles and whooping cough, all of which are covered by Medicare. |
| - | By the end of fiscal 2017, we also had approximately 36 million customers signed up forwellness+ with Plenti, of which 21 million had used their card at least twice in the past six months Beginning April 30th, we are celebrating Plenti’s second birthday with a special 4-week promotion that gives us an excellent opportunity to deliver even more value to our members. |
| - | In fiscal 2017, we also opened 21 new RediClinics, which provide our communities with an expanded array of wellness services not available at a typical Rite Aid. We currently have 99 RediClinics, many of them inside Rite Aid stores, and plan to open our 100th clinic early in the fiscal year. |
| - | And finally, in fiscal 2017 we reached an impressive milestone in our highly successful Wellness store initiative. We now have 2,418 Wellness stores, which means more than half of our entire chain, or 53 percent, has been converted to this unique and engaging format. We will continue converting additional stores to the Wellness format and have a great opportunity to leverage existing Wellness stores, which offer expanded wellness categories and pharmacy services, in driving sales and a better customer experience. |
As we begin fiscal 2018, we thank you for your continued dedication to serving our customers and fellow associates. The merger process has created uncertainty for our team and we greatly appreciate how you, as Rite Aid associates, have displayed outstanding focus and determination.
We have a tremendous team and some great opportunities to achieve our business objectives. We can sign up additional patients for our One Trip Refills program and counsel more patients on medication adherence. We can recommend additional items at check out through our Sell One More Item campaign and control expenses like payroll and supplies. And most of all, we can continue being good teammates and supporting each other in delivering a great Rite Aid experience to our customers, who rely on us every day to meet their health and wellness needs.
Whether we work at a store, field office, distribution center or corporate location, we all have the power to make a difference in driving positive performance. Remember, behind everypositive result, is apositivecustomer experience. Thanks for watching, and thanks for all of your hard work.
Cautionary Statement Regarding Forward Looking Statements
This document includes “forward-looking statements” within the meaning of the securities laws. The words “will,” “may,” “should,” “expect,” “anticipate,” “believe,” “future,” “target,” “plan” and similar expressions are intended to identify information that is not historical in nature.
All statements, other than historical facts, including statements regarding the expected timing of the closing of the transaction; the ability of the parties to complete the transaction considering the various closing conditions; the outcome of legal and regulatory matters, including with respect to the outcome of discussions with the Federal Trade Commission and otherwise in connection with the pending acquisition of Rite Aid by Walgreens Boots Alliance, Inc. (“WBA”); the number of stores divested in connection with such pending acquisition and the terms, timing and likelihood of consummation of such transactions; the expected benefits of the transaction such as improved operations, enhanced revenues and cash flow, growth potential, market profile and financial strength; the competitive ability and position of WBA following completion of the proposed transaction; and any assumptions underlying any of the foregoing, are forward-looking statements. Such statements are based upon current plans, estimates and expectations that are subject to risks, uncertainties and assumptions. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those indicated or anticipated by such forward-looking statements. The inclusion of such statements should not be regarded as a representation that such plans, estimates or expectations will be achieved. You should not place undue reliance on such statements. Important factors that could cause actual results to differ materially from such plans, estimates or expectations include, among others, that (1) one or more closing conditions to the transaction, including certain regulatory approvals, may not be satisfied or waived, on a timely basis or otherwise, including that a governmental entity may prohibit, delay or refuse to grant approval for the consummation of the transaction, may require conditions, limitations or restrictions in connection with such approvals, including the risk that the Federal Trade Commission may not approve the transaction despite the changes the parties to the merger agreement, as amended, and the asset purchase agreement are willing to make, or that the required approval of the amended merger agreement by the stockholders of Rite Aid may not be obtained; (2) the parties to the Asset Purchase Agreement, dated as of December 19, 2016, by and among Rite Aid, WBA, Fred’s, Inc. and AFAE, LLC may not receive regulatory approval or be able to complete the transactions contemplated thereby considering the various closing conditions; (3) there may be a material adverse change of Rite Aid or the business of Rite Aid may suffer as a result of uncertainty surrounding the transaction; (4) the transaction may involve unexpected costs, liabilities or delays; (5) legal proceedings may be initiated related to the transaction; (6) changes in economic conditions, political conditions, changes in federal or state laws or regulations, including the Patient Protection and Affordable Care Act and the Health Care Education Affordability Reconciliation Act and any regulations enacted thereunder may occur; (7) provider and state contract changes may occur; (8) reduction in provider payments by governmental payors may occur; (9) the expiration of Rite Aid’s Medicare or Medicaid managed care contracts by federal or state governments; (10) tax matters; (11) there may be difficulties and delays in achieving synergies and cost savings; (12) Rite Aid may pursue potential changes to its strategy in the event the proposed transactions do not close, which may include delaying or reducing capital or other expenditures, selling assets or other operations, attempting to restructure or refinance its debt, or seeking additional capital; and (13) other risk factors as detailed from time to time in Rite Aid’s and WBA’s reports filed with the Securities and Exchange Commission (the “SEC”), including Rite Aid’s Annual Report on Form 10-K for the fiscal year ended February 27, 2016, which is available on the SEC’s Web site (www.sec.gov). These risks, as well as other risks associated with the merger, are more fully discussed in the preliminary proxy statement, as it may be amended, that was filed by Rite Aid with the SEC on March 3, 2017 in connection with the merger. There can be no assurance that the merger will be completed, or if it is completed, that it will close within the anticipated time period or that the expected benefits of the merger will be realized.
Rite Aid undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events. Readers are cautioned not to place undue reliance on any of these forward-looking statements.
Additional Information and Where to Find It
In connection with the proposed strategic combination with WBA, as amended, Rite Aid prepared a preliminary proxy statement on Schedule 14A that has been filed with the SEC on March 3, 2017. The preliminary proxy statement is not yet final and will be amended. Following the filing of the definitive proxy statement with the SEC, Rite Aid will mail the definitive proxy statement and a proxy card to each stockholder entitled to vote at the special meeting relating to the proposed merger. INVESTORS ARE URGED TO READ THE DEFINITIVE PROXY STATEMENT WHEN IT BECOMES AVAILABLE BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION. Investors may obtain the proxy statement, as well as other filings containing information about Rite Aid, free of charge, from the SEC’s Web site (www.sec.gov). Investors may also obtain Rite Aid’s SEC filings in connection with the transaction, free of charge, from Rite Aid’s Web site (www.RiteAid.com) under the link “Investor Relations” and then under the tab “SEC Filings,” or by directing a request to Rite Aid, Byron Purcell, Attention: Senior Director, Treasury Services & Investor Relations.
Participants in the Merger Solicitation
The directors, executive officers and employees of Rite Aid and other persons may be deemed to be participants in the solicitation of proxies in respect of the transaction. Information regarding Rite Aid’s directors and executive officers is available in its definitive proxy statement for its 2016 annual meeting of stockholders filed with the SEC on May 13, 2016. This document can be obtained free of charge from the sources indicated above. Other information regarding the interests of the participants in the proxy solicitation is set forth in the preliminary proxy statement, as it may be amended, that has been filed with the SEC on March 3, 2017. This communication shall not constitute an offer to sell or the solicitation of an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.