BioScrip, Inc. (NASDAQ: BIOS) (the “Company”) today announced that it has closed the sale of certain assets of its community specialty pharmacies and centralized specialty and mail service pharmacy businesses (the “Transferred Businesses”) to Walgreen Co. (NYSE, NASDAQ: WAG). The closing was effective at 11 pm CDT on May 4, 2012. The transaction represents a total deal value of approximately $225 million, including approximately $161 million in cash and retention by BioScrip of associated net working capital with a net value of approximately $64 million, based on BioScrip’s balance sheet values at March 31, 2012. Based on events related directly or indirectly to Walgreens’ retention of certain business after the closing, BioScrip may receive up to approximately $16 million in additional purchase price or be required to refund up to approximately $6.4 million of purchase price to Walgreens.
The Company will use the proceeds from the sale to focus on and expand its infusion pharmacy footprint to better serve its national customers, execute on strategic growth opportunities and pay down debt. Post-closing, BioScrip will maintain its infusion, home health, pharmacy benefit management and cash card businesses, and will continue to service its infusion patient base and managed care customers through existing BioScrip pharmacies.
“The completion of this sale is another important step forward in the execution of our strategic plan,” said Rick Smith, President and Chief Executive Officer of BioScrip. “We now can accelerate building on our infusion pharmacy platform. With the completion of this divestiture, BioScrip is a more-focused company, both strategically and financially, with the ability to reduce corporate overhead related to our legacy business. Our strong reputation for clinical excellence and differentiated offering to our customers, combined with excellent relationships with national and local managed care customers, position us for the next phase of our growth. We remain committed to being a cost-effective partner to healthcare professionals who deliver value and quality to the patients they serve.”