Stefan Pessina, the Chairman of Boots, is poised to significantly increase his stake in Walgreens Boots Alliance (WBA) to nearly 50% amid a substantial proposed takeover valued at US$10 billion by private equity firm Sycamore Partners. This move underscores a strategic shift for WBA, which has seen its market value plummet by 90% since the merger of Walgreens and Alliance Boots in 2014.

Pessina, who presently holds a 17% stake, will inject additional cash into the company, suggesting ambitious plans for the forthcoming restructuring. The challenges that WBA has faced are multifaceted—declining sales, store closures, and escalating debt have all contributed to an uncertain outlook. The rise of online pharmacy competitors has further complicated the landscape, pressuring traditional models of retail pharmacy and prompting WBA to seek refuge in private equity.

As announced in March, the takeover will enable Sycamore to assume a majority share, while the fate of Boots within this new ownership structure remains unclear. Sycamore’s interest in WBA reflects a broader trend within private equity, targeting struggling but established brands in consumer health and personal care sectors. Observers speculate that this proactive acquisition strategy may aim to carve out distinct entities from WBA’s diverse business model, potentially splitting operations into U.S. retail pharmacy, Boots UK, and a U.S. healthcare group.

The transaction is underpinned by a substantive financing structure, which raises questions about its long-term viability. Reports indicate that the deal could involve approximately $13.3 billion in debt to be assumed, alongside $3.75 billion in equity backed by Sycamore and its partner GoldenTree. However, concerns linger regarding whether Sycamore can fully leverage its financial resources to suffice for each segment of their planned investment.

Moreover, while Sycamore has indicated a commitment to maintaining core brands such as Walgreens and Boots, the response from shareholders remains crucial. Pessina’s active role as the largest shareholder is anticipated to bolster the company’s restructuring efforts. By rolling over existing shares and reinvesting cash from the takeover, he demonstrates a vested interest not only in WBA’s recovery but also in steering it toward a potentially profitable future.

Once finalised, this acquisition will see WBA transition into a private entity, effectively ending its public listing on the Nasdaq Stock Market. The proposed timeline for completion is slated for the fourth quarter of 2025, contingent upon shareholder approval and regulatory clearances.

The complexities of this acquisition present a pivotal moment for both Pessina and WBA, positioning them amidst a rapidly evolving industry landscape. As they navigate these challenging waters, the eventual restructuring outcomes will shape both the future of Boots UK and the larger pharmaceutical retail market.


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Source: Noah Wire Services