Walgreens Shareholders Ok All Proposals On Transaction With Alliance Boots

(RTTNews) - Walgreens (WAG) said Monday that its shareholders approved all proposals related to transaction with Alliance Boots and holding company reorganization.

Walgreens shareholders today voted to approve all proposals related to the company's acquisition of the remaining 55 percent of Alliance Boots GmbH that it does not currently own and the reorganization of the company into a holding company structure.

Walgreens stated that about 97 percent of the votes cast were in favor of the reorganization proposal (representing about 73 percent of the company's outstanding common stock as of November 17, 2014, the record date for the special meeting), and approximately 97 percent of the votes cast were in favor of the share issuance proposal.

The transaction will fully combine the two companies to form the first global pharmacy-led, health and wellbeing enterprise.

The companies launched a long-term strategic partnership in June 2012, when Walgreens acquired a 45 percent equity ownership in Alliance Boots, with the option to proceed to a full combination by acquiring the remaining 55 percent of Alliance Boots (Step 2).

Walgreens exercised the option to acquire the remaining 55 percent of Alliance Boots in August 2014. The companies have received all regulatory approvals required to complete the transaction.

With today's shareholder approvals, Walgreens currently expects to complete the acquisition of Alliance Boots and the reorganization merger on December 31.

The reorganization will result in Walgreens becoming a wholly owned subsidiary of Walgreens Boots Alliance, Inc., and shares of Walgreens common stock will be converted into shares of Walgreens Boots Alliance common stock on a one-for-one basis.

Walgreens Boots Alliance will be domiciled in the United States and headquartered in Deerfield, Ill. Shares of Walgreen Boots Alliance common stock will be listed on The Nasdaq Stock Market and will trade under the ticker symbol, WBA.