Part I [Item 1. Business](index=3&type=section&id=Item%201.%20Business) AmerisourceBergen is a global pharmaceutical sourcing and distribution company, organized into Pharmaceutical Distribution Services and an 'Other' category, focusing on core business optimization, global expansion, and strategic acquisitions - AmerisourceBergen is a **global pharmaceutical sourcing and distribution services company**, serving both human and animal health markets[6](index=6&type=chunk) - The company's strategy includes **optimizing its core distribution business**, growing its global commercialization and animal health segments, and making strategic acquisitions[13](index=13&type=chunk)[18](index=18&type=chunk)[19](index=19&type=chunk) - On June 1, 2021, the company acquired a majority of Walgreens Boots Alliance, Inc.'s (WBA) Alliance Healthcare businesses, **expanding its European presence and global manufacturer services**[20](index=20&type=chunk) Key Customer Revenue Concentration (FY 2021) | Customer | Percentage of Revenue | | :--- | :--- | | Walgreens Boots Alliance, Inc. (WBA) | ~31% | | Express Scripts, Inc. | ~12% | | Top 10 Customers (including GPOs) | ~69% | - The company's operations are organized into the **Pharmaceutical Distribution Services reportable segment** and an 'Other' category, including global commercialization, animal health, and international wholesale[24](index=24&type=chunk)[25](index=25&type=chunk) - As of September 30, 2021, the company had approximately **42,000 employees**, with about **40% in the U.S.** and **27% covered by collective bargaining agreements**[41](index=41&type=chunk) [Item 1A. Risk Factors](index=13&type=section&id=Item%201A.%20Risk%20Factors) The company faces significant risks from customer concentration, integration challenges of the Alliance Healthcare acquisition, industry competition, and extensive legal and regulatory challenges, particularly opioid litigation - The company faces significant business and operational risks, including potential loss or unfavorable renewal of contracts with major customers like **WBA (31% of FY2021 revenue)**[75](index=75&type=chunk)[76](index=76&type=chunk)[77](index=77&type=chunk) - The acquisition and integration of Alliance Healthcare present numerous risks, including operational difficulties, failure to achieve expected performance, and compliance issues in higher-risk jurisdictions[85](index=85&type=chunk)[86](index=86&type=chunk) - Industry and economic risks include adverse impacts from manufacturer pricing changes, intense competition, industry consolidation, and potential credit failures of significant customers or suppliers[99](index=99&type=chunk)[102](index=102&type=chunk)[103](index=103&type=chunk) - The company is subject to extensive litigation and regulatory risks, including increasing government efforts to regulate the pharmaceutical supply chain and legal challenges related to healthcare fraud and abuse[110](index=110&type=chunk)[111](index=111&type=chunk)[129](index=129&type=chunk) - Significant legal risk stems from public concern and litigation over opioid medication abuse, with a proposed comprehensive settlement that, if not finalized, could have a **material adverse effect**[131](index=131&type=chunk)[133](index=133&type=chunk)[134](index=134&type=chunk) - Other notable risks include health pandemics affecting operations and supply chains, cybersecurity threats, and potential impairment of goodwill and intangible assets[145](index=145&type=chunk)[150](index=150&type=chunk)[153](index=153&type=chunk) [Item 1B. Unresolved Staff Comments](index=24&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments) The company reports no unresolved staff comments from the SEC - There are no unresolved staff comments[158](index=158&type=chunk) [Item 2. Properties](index=24&type=section&id=Item%202.%20Properties) The company operates from a mix of owned and leased facilities across the U.S. and globally, with its corporate headquarters in Conshohocken, Pennsylvania - The company conducts business from owned and leased facilities throughout the United States and select global markets, with a leased corporate headquarters in Conshohocken, PA[159](index=159&type=chunk) - Key operating segments have geographically diverse properties, including Pharmaceutical Distribution Services across the U.S., Alliance Healthcare in Europe, World Courier in over 50 countries, and MWI in the U.S. and U.K.[159](index=159&type=chunk)[160](index=160&type=chunk)[161](index=161&type=chunk)[162](index=162&type=chunk) [Item 3. Legal Proceedings](index=25&type=section&id=Item%203.%20Legal%20Proceedings) Legal proceedings information is detailed in Note 14 of the Notes to Consolidated Financial Statements - Legal proceedings are discussed in **Note 14 (Legal Matters and Contingencies)** of the Notes to Consolidated Financial Statements[164](index=164&type=chunk) [Item 4. Mine Safety Disclosures](index=25&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - Not applicable[165](index=165&type=chunk) [Information about our Executive Officers](index=26&type=section&id=Information%20about%20our%20Executive%20Officers) The executive team, led by Steven H. Collis as Chairman, President, and CEO, includes James F. Cleary as CFO and Elizabeth S. Campbell as Chief Legal Officer - **Steven H. Collis** is the Chairman, President, and Chief Executive Officer[169](index=169&type=chunk)[170](index=170&type=chunk) - **James F. Cleary** serves as the Executive Vice President and Chief Financial Officer[169](index=169&type=chunk)[173](index=173&type=chunk) - **Elizabeth S. Campbell** was named Executive Vice President and Chief Legal Officer in September 2021[169](index=169&type=chunk)[171](index=171&type=chunk) Part II [Item 5. Market for Registrant's Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities](index=28&type=section&id=Item%205.%20Market%20for%20Registrant%27s%20Common%20Equity%2C%20Related%20Stockholder%20Matters%2C%20and%20Issuer%20Purchases%20of%20Equity%20Securities) The company's common stock trades on the NYSE under "ABC," with consistent dividend increases and ongoing share repurchase programs, while its five-year total stockholder return outperformed its peer group but lagged broader market indices - The company's common stock is traded on the New York Stock Exchange under the symbol **"ABC"**[179](index=179&type=chunk) Quarterly Dividend Increases | Date | New Rate | Old Rate | % Increase | | :--- | :--- | :--- | :--- | | Nov 2018 | $0.400 | $0.380 | 5% | | Jan 2020 | $0.420 | $0.400 | 5% | | Nov 2020 | $0.440 | $0.420 | 5% | | Nov 2021 | $0.460 | $0.440 | 5% | - As of September 30, 2021, the company had **$473.4 million** of availability remaining under its May 2020 **$500 million share repurchase program**[184](index=184&type=chunk) Five-Year Cumulative Total Stockholder Return (Assuming $100 Invested on 9/30/2016) | Index | 2016 | 2017 | 2018 | 2019 | 2020 | 2021 | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | AmerisourceBergen Corp. | $100.00 | $104.23 | $118.20 | $107.53 | $128.87 | $161.34 | | S&P 500 | $100.00 | $118.61 | $139.85 | $145.80 | $167.89 | $218.27 | | S&P Health Care | $100.00 | $115.49 | $136.68 | $131.80 | $158.31 | $194.03 | | Peer Group | $100.00 | $91.02 | $78.03 | $77.45 | $83.47 | $104.88 | [Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=31&type=section&id=Item%207.%2E%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Fiscal 2021 saw revenue increase to **$214.0 billion** and operating income to **$2.4 billion**, driven by the Alliance Healthcare acquisition and reduced opioid litigation accruals, with a new reporting structure planned for fiscal 2022 - On June 1, 2021, the company acquired Alliance Healthcare from WBA for approximately **$6.9 billion** in cash and stock, expanding its global reach[197](index=197&type=chunk) - Beginning in Q1 fiscal 2022, the company will realign its reporting structure into two segments: **U.S. Healthcare Solutions** and **International Healthcare Solutions**[201](index=201&type=chunk) Fiscal Year 2021 vs. 2020 Financial Highlights | Metric | FY 2021 | FY 2020 | % Change | | :--- | :--- | :--- | :--- | | Revenue | $213.99B | $189.89B | 12.7% | | Gross Profit | $6.94B | $5.19B | 33.7% | | Operating Expenses | $4.59B | $10.33B | (55.6)% | | Operating Income | $2.35B | ($5.14B) | 145.8% | Cash Flow Summary (in millions) | Cash Flow | FY 2021 | FY 2020 | | :--- | :--- | :--- | | From Operating Activities | $2,666.6 | $2,207.0 | | Used in Investing Activities | ($6,141.6) | ($379.9) | | Provided by (Used in) Financing Activities | $1,952.8 | ($603.6) | - The company expects revenue growth to be in the **high-single to low-double digits in fiscal 2022**[206](index=206&type=chunk) [Item 7A. Quantitative and Qualitative Disclosures About Market Risk](index=49&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company's primary market risks are interest rate fluctuations on variable-rate debt and foreign currency exchange rate risk, significantly increased by the Alliance Healthcare acquisition - The company is exposed to market risk from interest rate fluctuations on its **$0.9 billion variable-rate debt** and **$2.5 billion cash holdings** as of September 30, 2021[289](index=289&type=chunk)[290](index=290&type=chunk) - Exposure to foreign currency exchange rate risk has increased with the Alliance Healthcare acquisition, with largest exposures to the Euro, U.K. Pound Sterling, Turkish Lira, Egyptian Pound, Brazilian Real, and Canadian Dollar[291](index=291&type=chunk) [Item 8. Financial Statements and Supplementary Data](index=50&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) This section presents the audited consolidated financial statements for FY2021, including balance sheets and statements of operations, with an unqualified opinion from Ernst & Young LLP on financial statements and internal controls - The independent auditor, **Ernst & Young LLP**, issued an **unqualified opinion** on the consolidated financial statements and internal control over financial reporting as of September 30, 2021[300](index=300&type=chunk)[301](index=301&type=chunk) Consolidated Balance Sheet Highlights (in thousands) | Account | Sep 30, 2021 | Sep 30, 2020 | | :--- | :--- | :--- | | Total Assets | $57,337,805 | $44,274,830 | | Total Liabilities | $56,753,394 | $45,114,466 | | Total Equity (Deficit) | $584,411 | ($839,636) | Consolidated Statement of Operations Highlights (in thousands) | Account | FY 2021 | FY 2020 | | :--- | :--- | :--- | | Revenue | $213,988,843 | $189,893,926 | | Gross Profit | $6,943,228 | $5,191,884 | | Operating Income (Loss) | $2,354,197 | ($5,135,354) | | Net Income (Loss) Attributable to ABC | $1,539,932 | ($3,408,716) | | Diluted EPS | $7.39 | ($16.65) | - Note 2 details the **Alliance Healthcare acquisition** on June 1, 2021, for **$6.9 billion**, resulting in **$2.5 billion of goodwill** and **$3.7 billion of other intangible assets**[386](index=386&type=chunk)[389](index=389&type=chunk) - Note 14 discloses a total accrued liability of **$6.7 billion** related to opioid litigation, stemming from a proposed comprehensive settlement agreement[483](index=483&type=chunk)[484](index=484&type=chunk) [Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](index=92&type=section&id=Item%209.%20Changes%20in%20and%20Disagreements%20with%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure) The company reports no disagreements with its accountants on accounting principles, financial disclosure, or auditing scope - None reported[512](index=512&type=chunk) [Item 9A. Controls and Procedures](index=92&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management concluded that disclosure controls and internal control over financial reporting were effective as of September 30, 2021, excluding the newly acquired Alliance Healthcare business - The CEO and CFO concluded that the company's **disclosure controls and procedures were effective** as of September 30, 2021[513](index=513&type=chunk) - Management's assessment concluded that **internal control over financial reporting was effective** as of September 30, 2021[515](index=515&type=chunk) - The newly acquired **Alliance Healthcare business was excluded** from the scope of management's assessment of internal control over financial reporting for fiscal year 2021[516](index=516&type=chunk) [Item 9B. Other Information](index=94&type=section&id=Item%209B.%20Other%20Information) The company reports no other information for this item - None[528](index=528&type=chunk) Part III [Item 10. Directors, Executive Officers and Corporate Governance](index=94&type=section&id=Item%2010.%20Directors%2C%20Executive%20Officers%20and%20Corporate%20Governance) Information on directors, executive officers, and corporate governance is incorporated by reference from the 2022 Proxy Statement - Information is incorporated by reference from the **Registrant's Proxy Statement for the 2022 Annual Meeting of Stockholders**[530](index=530&type=chunk) [Item 11. Executive Compensation](index=94&type=section&id=Item%2011.%20Executive%20Compensation) Information regarding executive compensation is incorporated by reference from the 2022 Proxy Statement - Information is incorporated by reference from the **2022 Proxy Statement**[532](index=532&type=chunk) [Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=94&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Stockholder%20Matters) Information on security ownership of beneficial owners, management, and related stockholder matters is incorporated by reference from the 2022 Proxy Statement - Information is incorporated by reference from the **2022 Proxy Statement**[533](index=533&type=chunk) [Item 13. Certain Relationships and Related Transactions, and Director Independence](index=94&type=section&id=Item%2013.%20Certain%20Relationships%20and%20Related%20Transactions%2C%20and%20Director%20Independence) Information on certain relationships, related transactions, and director independence is incorporated by reference from the 2022 Proxy Statement - Information is incorporated by reference from the **2022 Proxy Statement**[534](index=534&type=chunk) [Item 14. Principal Accounting Fees and Services](index=94&type=section&id=Item%2014.%20Principal%20Accounting%20Fees%20and%20Services) Information on principal accounting fees and services is incorporated by reference from the 2022 Proxy Statement - Information is incorporated by reference from the **2022 Proxy Statement**[535](index=535&type=chunk) Part IV [Item 15. Exhibits, Financial Statement Schedules](index=95&type=section&id=Item%2015.%20Exhibits%2C%20Financial%20Statement%20Schedules) This section lists the financial statements, financial statement schedules, and numerous exhibits, including material contracts and compensatory plans, filed as part of the Form 10-K - This section contains the list of financial statements and the financial statement schedule (**Schedule II — Valuation and Qualifying Accounts**)[538](index=538&type=chunk) - A comprehensive list of exhibits filed with the report is provided, including material contracts, debt agreements, and compensatory plans[540](index=540&type=chunk)[541](index=541&type=chunk)[542](index=542&type=chunk) [Item 16. Form 10-K Summary](index=100&type=section&id=Item%2016.%20Form%2010-K%20Summary) This item is not applicable - Not applicable[546](index=546&type=chunk)

| --- | --- | --- | |-----------------------------|-------|-------| | | | | | | | | | Q4 FY2021 Financial Results | | | | November 4, 2021 | | | Cautionary note regarding forward-looking statements Certain of the statements contained in this presentation are "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 (the "Securities Exchange Act"). Words such as "expect," "likely," "outlook," "forecast," "would," "could ...

Financial Data and Key Metrics Changes - Adjusted diluted EPS for Q4 was $2.39, an increase of 26.5% driven by strong performance in the Pharmaceutical Distribution Services segment and a full quarter contribution from Alliance Healthcare [23][24] - Consolidated revenue for Q4 was $58.9 billion, up approximately 20%, reflecting growth in pharmaceutical distribution and other segments [23][24] - Consolidated gross profit was $2 billion, up 51%, with a gross profit margin of 3.4%, which is 71 basis points higher than the prior year [24][25] - Consolidated operating income was $694 million, up 31%, with an operating income margin of 1.18%, an increase of 10 basis points [25][26] Business Line Data and Key Metrics Changes - Pharmaceutical Distribution Services segment revenue was $51.2 billion, up 8%, driven by increased sales of specialty products and positive prescription utilization trends [26][27] - Operating income for the Pharmaceutical Distribution Services segment increased by 11% to $472 million, with an operating income margin of 0.92% [27] - Other revenue, which includes Alliance Healthcare, was $7.7 billion, up from $2 billion in the prior year, driven by the full quarter's contribution from Alliance Healthcare [27][28] Market Data and Key Metrics Changes - The company distributed over 75 million COVID-19 vaccines to patients in over 30 countries, leveraging its global footprint [8][11] - The animal health business experienced increased demand due to growth in pet ownership, supporting veterinary practices [9][30] Company Strategy and Development Direction - The company aims to capitalize on its strategic priorities and continue executing and innovating in fiscal 2022 [5][21] - Focus on expanding leadership in specialty distribution and enhancing relationships with upstream and downstream customers [10][19] - The company is committed to maintaining strong investment-grade credit ratings and strategic capital deployment [12][42] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the company's ability to navigate the evolving healthcare landscape and emphasized the importance of innovation and operational excellence [18][21] - The company anticipates continued strong performance across its businesses, despite potential headwinds from COVID-19 therapy sales [49][72] Other Important Information - The company completed the acquisition of Alliance Healthcare and extended its contract with Walgreens through 2029 [22][36] - A significant technology investment was made to improve efficiency and support continuity in operations [12][43] Q&A Session Summary Question: Insights on U.S. drug distribution and COVID-19 therapies - Management does not expect to repeat the benefits from COVID therapies seen in fiscal 2021, with a projected $0.03 benefit in Q1 of fiscal 2022 [48][49] Question: Guidance on international healthcare segment and Profarma Specialty sale - The sale of Profarma Specialty is expected to create a 2% headwind for the International Healthcare Solutions segment's operating income [54][55] Question: Impact of freight costs on business - Higher expenses related to picking, packing, and shipping are fully reflected in the fiscal year 2022 guidance [57][58] Question: Growth expectations for MWI Animal Health and consulting businesses - MWI Animal Health is expected to grow at a higher rate than the overall segment, benefiting from increased pet ownership [60][61] Question: Implications of Medicare negotiating drug prices - Management is not significantly concerned about the impacts of Medicare negotiations on specialty products, emphasizing the importance of preserving innovation [64] Question: Capital deployment expectations - The majority of free cash flow will be directed towards paying down debt from the Alliance Healthcare acquisition [66][67]

| --- | --- | |-----------|-------| | | | | Q3 FY2021 | | Cautionary note regarding forward-looking statements Certain of the statements contained in this presentation are "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the "Securities Exchange Act"). Words such as "expect," "likely," "outlook," "forecast," "would," "could," "should," "can," "project," "intend," "plan," "continue," " ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED June 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | --- | --- | --- | --- | |-------------------------------------------------------|----------------------------------------|------------------|---------------------------------------- ...

AmerisourceBergen Corporation (ABC) Q2 2021 Earnings Conference Call May 5, 2021 8:30 AM ET Company Participants Bennett Murphy - SVP of IR Steve Collis - Chairman, President & CEO Jim Cleary - Executive VP & CFO Conference Call Participants Glen Santangelo - Guggenheim Eric Coldwell - Baird Lisa Gill - JPMorgan Robert Jones - Goldman Sachs Ricky Goldwasser - Morgan Stanley Eric Percher - Nephron Research Charles Rhyee - Cowen Steven Valiquette - Barclays Kevin Caliendo - UBS George Hill - Deutsche Bank Ope ...

Q2 FY2021 Financial Performance - Revenue remained consistent year-over-year at $49.2 billion, reflecting a 3.7% increase[4] - Gross profit increased by 10.5% to $1.5 billion on a GAAP basis, and by 6.7% to $1.5 billion on an adjusted (non-GAAP) basis[4] - Operating income saw a significant rise of 101.7% to $624 million on a GAAP basis, and a 5.2% increase to $707 million on an adjusted (non-GAAP) basis[4] - Net income attributable to AmerisourceBergen decreased by 54.7% to $435 million on a GAAP basis, but increased by 5.4% to $524 million on an adjusted (non-GAAP) basis[4] - Diluted earnings per share decreased by 54.7% to $2.10 on a GAAP basis, but increased by 5.4% to $2.53 on an adjusted (non-GAAP) basis[4] Segment Performance - Pharmaceutical Distribution Services revenue increased to $47.1 billion from $45.6 billion, driven by strong specialty product sales[5] - Pharmaceutical Distribution Services operating income increased to $589 million from $563 million, primarily due to growth in sales of specialty products[5] - Global Commercialization Services & Animal Health (Other) revenue increased to $2.1 billion from $1.9 billion, with growth across all three operating segments[6] - Global Commercialization Services & Animal Health (Other) operating income increased to $123 million from $108 million, driven by the performance of World Courier and MWI[6] FY2021 Guidance (Adjusted Non-GAAP) - Revenue is expected to grow by a high-single digit percentage[7] - Diluted earnings per share are projected to be in the range of $8.45 to $8.60[7] - Free cash flow is estimated to be approximately $1.5 billion[7]

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED March 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM ___________ TO___________ Commission file number 1-16671 AMERISOURCEBERGEN CORPORATION (Exact name of registrant as specified in its charter) Delaware ...

AmerisourceBergen Corporation (ABC) Q1 2021 Earnings Conference Call February 4, 2021 8:30 AM ET Company Participants Bennett Murphy - Senior Vice President, Investor Relations Steve Collis - Chairman, President and CEO Jim Cleary - Executive Vice President and CFO Conference Call Participants Glen Santangelo - Guggenheim Eric Coldwell - Robert W. Baird & Co. Lisa Gill - JPMorgan Ricky Goldwasser - Morgan Stanley Eric Percher - Nephron Research James Auh - Cowen and Company Steven Valiquette - Barclays Kevi ...

| --- | --- | --- | |-----------------------------|-------|-------| | | | | | | | | | Q1 FY2021 Financial Results | | | | February 4, 2021 | | | Cautionary note regarding forward-looking statements Certain of the statements contained in this presentation are "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. Words such as "expect," "likely," "outlook," "forecast," "would," "could," "should," "can," "project," " ...