Exhibit 99.1
News Release
AmerisourceBergen Corporation
P.O. Box 959
Valley Forge, PA 19482
[LOGO OF AMERISOURCEBERGEN]
Contact: Michael N. Kilpatric
610-727-7118
mkilpatric@amerisourcebergen.com
AMERISOURCEBERGEN SIGNS AGREEMENT TO
PURCHASE ANDERSON PACKAGING, INC.
Largest Pharmaceutical Distributor Adds Contract Pharmaceutical Packaging
Capability
VALLEY FORGE, Pa. May 22, 2003--AmerisourceBergen Corporation (NYSE:ABC) the
largest pharmaceutical services company in the U.S. dedicated solely to the
pharmaceutical supply channel, today announced that it has signed a definitive
agreement to purchase Anderson Packaging, Inc., a privately held contract
pharmaceutical packaging company, for approximately $100 million, including
assumed debt. The purchase price will be subject to certain adjustments to be
determined as of the closing of the transaction. The transaction is expected to
close in early summer, subject to regulatory approvals.
Known for its high quality, Anderson Packaging is a leading provider of
physician samples and retail contracted packaging services to pharmaceutical
manufacturers. Anderson Packaging estimates revenues in calendar year 2003 of
between $85 million and $90 million. AmerisourceBergen expects the purchase to
be mildly accretive to the Company's fiscal year 2004 earnings.
AmerisourceBergen has agreed to issue 814,145 shares of its common stock
upon the closing of the transaction in partial payment of the purchase price.
The remainder of the purchase will be funded using cash.
"We could not be more excited about the contribution that Anderson
Packaging will make to the ongoing expansion of the services AmerisourceBergen
offers manufacturers," said R. David Yost, AmerisourceBergen's Chief Executive
Officer. "Anderson Packaging brings a strong reputation for the highest quality
standards in contract packaging and will be a significant addition to
AmerisourceBergen's total packaging capability, which also includes our American
Health Packaging unit."
News Release
"Joining AmerisourceBergen will provide Anderson Packaging the resources
and relationships to continue to expand its position in the contract packaging
marketplace," said John Anderson, Chairman and founder. "I am pleased that
Anderson Packaging will be joining a company that is committed to the quality
and performance excellence that has always been a part of the Anderson culture.
Being part of the AmerisourceBergen team will benefit our employees and the
community as the Company continues to grow."
The shares of common stock that AmerisourceBergen has agreed to issue upon
the closing of the transaction have not been registered under the Securities Act
of 1933 and may not be offered or sold in the United States absent registration
or an applicable exemption from registration. This news release shall not
constitute an offer to sell or a solicitation of an offer to buy such shares in
any jurisdiction in which such an offer or sale would be unlawful.
William Blair & Company, L.L.C. acted as financial advisor to Anderson
Packaging in this transaction.
About Anderson Packaging
Anderson Packaging is one of the leading contract pharmaceutical packaging
companies providing physician samples and retail contract packaging services to
pharmaceutical manufacturers. Headquartered in Rockford, Illinois, Anderson has
seven facilities in the U.S. and approximately 1,000 employees.
About AmerisourceBergen
AmerisourceBergen (NYSE:ABC) is the largest pharmaceutical services company in
the United States dedicated solely to the pharmaceutical supply chain. It is the
leading distributor of pharmaceutical products and services to the hospital
systems/acute care market, physician's offices, alternate care and mail order
facilities, independent community pharmacies, and regional chain pharmacies. The
Company is also a leader in the long term care pharmacy and workers'
compensation fulfillment marketplaces. With more than $40 billion in annualized
operating revenue, AmerisourceBergen is headquartered in Valley Forge, PA, and
employs more than 13,000 people. AmerisourceBergen is ranked #24 on the Fortune
500 list and was ranked #6 in the 2003 Business Week 50, a list of the 50
News Release
best performing companies in the S & P 500. For more information, go to
www.amerisourcebergen.com.
FORWARD-LOOKING STATEMENTS
THIS NEWS RELEASE MAY CONTAIN CERTAIN "FORWARD-LOOKING STATEMENTS" WITHIN THE
MEANING OF SECTION 27A OF THE SECURITIES ACT OF 1933 AND SECTION 21E OF THE
SECURITIES EXCHANGE ACT OF 1934. THESE STATEMENTS ARE BASED ON MANAGEMENT'S
CURRENT EXPECTATIONS AND ARE SUBJECT TO UNCERTAINTY AND CHANGES IN
CIRCUMSTANCES. ACTUAL RESULTS MAY VARY MATERIALLY FROM THE EXPECTATIONS
CONTAINED IN THE FORWARD-LOOKING STATEMENTS. FORWARD-LOOKING STATEMENTS MAY
INCLUDE STATEMENTS ADDRESSING FUTURE FINANCIAL AND OPERATING RESULTS OF
AMERISOURCEBERGEN AND THE BENEFITS AND OTHER ASPECTS OF THE 2001 MERGER BETWEEN
AMERISOURCE HEALTH CORPORATION AND BERGEN BRUNSWIG CORPORATION.
THE FOLLOWING FACTORS, AMONG OTHERS, COULD CAUSE ACTUAL RESULTS TO DIFFER
MATERIALLY FROM THOSE DESCRIBED IN ANY FORWARD-LOOKING STATEMENTS: COMPETITIVE
PRESSURES; THE LOSS OF ONE OR MORE KEY CUSTOMER RELATIONSHIPS; CUSTOMER
INSOLVENCIES; CHANGES IN CUSTOMER MIX; CHANGES IN PHARMACEUTICAL MANUFACTURERS'
PRICING AND DISTRIBUTION POLICIES; REGULATORY CHANGES; CHANGES IN U.S.
GOVERNMENT POLICIES; FAILURE TO INTEGRATE THE BUSINESSES OF AMERISOURCE AND
BERGEN BRUNSWIG SUCCESSFULLY; FAILURE TO OBTAIN AND RETAIN EXPECTED SYNERGIES
FROM THE MERGER OF AMERISOURCE AND BERGEN BRUNSWIG; AND OTHER ECONOMIC,
BUSINESS, COMPETITIVE, REGULATORY AND/OR OPERATIONAL FACTORS AFFECTING THE
BUSINESS OF AMERISOURCEBERGEN GENERALLY.
MORE DETAILED INFORMATION ABOUT THESE FACTORS IS SET FORTH IN
AMERISOURCEBERGEN'S FILINGS WITH THE SECURITIES AND EXCHANGE COMMISSION,
INCLUDING ITS ANNUAL REPORT ON FORM 10-K FOR FISCAL 2002.
AMERISOURCEBERGEN IS UNDER NO OBLIGATION TO (AND EXPRESSLY DISCLAIMS ANY SUCH
OBLIGATION TO) UPDATE OR ALTER ANY FORWARD LOOKING STATEMENTS WHETHER AS A
RESULT OF NEW INFORMATION, FUTURE EVENTS OR OTHERWISE.