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Subsequent Events
9 Months Ended
May 31, 2016
Subsequent Events [Abstract]  
Subsequent Events
Note 20. Subsequent Events
 
On June 1, 2016, Walgreens Boots Alliance completed the public offering and issuance of $1,250,000,000 of 1.750% notes due 2018 (the “2018 notes”), $1,500,000,000 of 2.600% notes due 2021 (the “2021 notes”), $750,000,000 of 3.100% notes due 2023 (the “2023 notes”), $1,900,000,000 of 3.450% notes due 2026 (the “2026 notes”) and $600,000,000 of 4.650% notes due 2046 (the “2046 notes”, and collectively with the 2018 notes, the 2021 notes, the 2023 notes and the 2026 notes, the “notes”).

The following table summarizes each tranche of notes issued on June 1, 2016:

Notes Issued
(in millions)
 
 
Maturity Date
 
Interest Rate
 
Interest Payment Dates
$
1,250
 
May 30, 2018
Fixed 1.750%
May 30 and November 30; commencing on November 30, 2016
 
1,500
 
June 1, 2021
Fixed 2.600%
June 1 and December 1; commencing on December 1, 2016
 
750
 
June 1, 2023
Fixed 3.100%
June 1 and December 1; commencing on December 1, 2016
 
1,900
 
June 1, 2026
Fixed 3.450%
June 1 and December 1; commencing on December 1, 2016
 
600
 
June 1, 2046
Fixed 4.650%
June 1 and December 1; commencing on December 1, 2016
$
6,000
      
 
Walgreens Boots Alliance may redeem (i) the 2018 notes, at any time prior to their scheduled maturity in whole or from time to time in part, (ii) the 2021 notes, at any time prior to May 1, 2021 (1 month prior to the maturity date of the 2021 notes) in whole or from time to time prior to May 1, 2021 in part, (iii) the 2023 notes, at any time prior to April 1, 2023 (2 months prior to the maturity date of the 2023 notes) in whole or from time to time prior to April 1, 2023 in part, (iv) the 2026 notes, at any time prior to March 1, 2026 (3 months prior to the maturity date of the 2026 notes) in whole or from time to time prior to March 1, 2026 in part, and (v) the 2046 notes, at any time prior to December 1, 2045 (6 months prior to the maturity date of the 2046 notes) in whole or from time to time prior to December 1, 2045 in part, in each case, at a redemption price equal to the greater of:  (1) 100% of the principal amount of the notes being redeemed; and  (2) the sum of the present values of the remaining scheduled payments of principal and interest thereon (i) to the applicable Par Call Date (as defined) for the 2021 notes, 2023 notes, 2026 notes and 2046 notes or (ii) to the  scheduled maturity date for the 2018 notes (not including, in each case, any portion of such payments of interest accrued as of the redemption date), discounted to the redemption date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate (as defined), plus 15 basis points for the 2018 notes, 20 basis points for the 2021 notes, 25 basis points for the 2023 notes, 25 basis points for the 2026 notes and 35 basis points for the 2046 notes.  In addition, at any time on or after May 1, 2021 with respect to the 2021 notes, April 1, 2023 with respect to the 2023 notes, March 1, 2026 with respect to the 2026 notes and December 1, 2045 with respect to the 2046 notes, Walgreens Boots Alliance may redeem some or all of the applicable series of notes at Walgreens Boots Alliance’s option, at a redemption price equal to 100% of the principal amount of the applicable notes being redeemed, plus, in every case, accrued and unpaid interest on the notes being redeemed to, but excluding, the redemption date.

In the event that the merger contemplated by the Merger Agreement with Rite Aid is not consummated on or prior to June 1, 2017 (the first anniversary of the issuance date of the notes) or if the Merger Agreement is terminated at any time on or prior to June 1, 2017, then Walgreens Boots Alliance will be required to redeem the 2018 notes, the 2021 notes and the 2023 notes (but not the 2026 notes or 2046 notes) on the date described in the applicable note at a redemption price equal to 101% of the aggregate principal amount of the notes to be redeemed, plus accrued and unpaid interest from and including the date of initial issuance, or the most recent date to which interest has been paid, whichever is later, to, but excluding, the date of redemption.

If a “change of control triggering event” (as defined) occurs, Walgreens Boots Alliance will be required, unless it has exercised its right to redeem the notes or has defeased the notes in accordance with the indenture, to offer to purchase the notes at a purchase price equal to 101% of their principal amount, plus accrued and unpaid interest, if any, on the notes repurchased to, but excluding, the date of repurchase.

The notes are unsecured, unsubordinated debt obligations and rank equally with all other unsecured and unsubordinated indebtedness of Walgreens Boots Alliance from time to time outstanding. The notes are structurally subordinated in right of payment to all existing and future indebtedness, liabilities and other obligations of Walgreens Boots Alliance’s subsidiaries. Total issuance costs relating to the notes, including underwriting discounts and fees, were an estimated $32 million.

As a result of the issuance of the notes and receipt of proceeds therefrom, on June 1, 2016, Walgreens Boots Alliance reduced its commitment under the Bridge Credit Agreement by $5,956,593,000 to $1,843,407,000; provided that Walgreens Boots Alliance may increase the commitments under the Bridge Credit Agreement at any time prior to the funding of the loans thereunder by up to $2.0 billion, subject to obtaining commitments from existing lenders and/or new lenders selected by Walgreens Boots Alliance and reasonably acceptable to the administrative agent.