Rite Aid to Buy Lilly's Benefits Unit for $1.6 Bln (Update2)
Bloomberg News November 17, 1998, 9:49 a.m. ET
Rite Aid to Buy Lilly's Benefits Unit for $1.6 Bln (Update2)
(Adds analyst's comments in 4th and 9th paragraphs, share prices.)
Camp Hill, Pennsylvania, Nov. 17 (Bloomberg) -- Rite Aid Corp., the No. 3 U.S. drugstore operator, said it will buy Eli Lilly & Co.'s PCS Health Systems unit for $1.6 billion, moving to become a leading supplier of pharmaceuticals to health plans.
Rite Aid will pay $1.5 billion in cash, and Lilly will retain $100 million of cash from PCS.
The acquisition will allow Rite Aid to expand in a high- growth industry where it now has a small presence, gaining an edge on rivals Walgreen Co., CVS Corp. and J.C. Penney's Eckerd unit, which have their own pharmacy benefits subsidiaries.
''This is a good way for them to boost their volume on the pharmacy side,'' said Robert Izmirlian, an S&P Equity Group analyst with an ''accumulate'' rating on Rite Aid. ''It increases the number of prescriptions, and gets more people into their stores, which will help their other sales.''
The purchase is expected to close in the first quarter of 1999, the companies said.
While Rite Aid has been aggressively buying other drugstore chains, the purchase of PCS moves it into a portion of the drug retailing business where there is no clear No. 1. ''No one in the drug store industry has a major leadership position,'' in offering prescription benefits plans, said Martin Grass, chairman and chief executive of Camp Hill, Pennsylvania- based Rite Aid. ''PCS now provides to more people than any other pharmacy benefit manager.''
Pharmacy benefits managers such as PCS negotiate low prices with drug companies, then sell the drugs in bulk to health insurance plans.
Better Prices
''They are going to have so many more customers, they are going to be able to give better prices to the HMOs,'' Izmirlian said.
Rite Aid shares rose 3/16 to 44 5/8 in early trading. Lilly rose 1 1/16 to 84 7/8.
For Indianapolis-based Lilly, whose successes include the antidepressant Prozac, the transaction means it can concentrate on its pharmaceuticals business and exit a business that didn't perform as the company expected. Lilly bought PCS from McKesson Corp. in 1994 for $4 billion to match similar purchases by rivals Merck & Co. and SmithKline Beecham Plc. Lilly had the least success of the three, analysts said.
''Lilly was the last in line and arguably paid a big premium for what was the last major pharmacy benefits manager,'' said Nigel Barnes, an analyst with Merrill Lynch & Co. in London. ''SmithKline and Merck have been better able to maximize the benefits of their PBM.''
Lilly took a $2.4 billion charge against earnings last year to write off the value of PCS. Lilly said it will post a one-time gain of about $165 million to $185 million over the current carrying value of PCS, including costs of the transaction.
300 Million Prescriptions
PCS oversees about 300 million prescriptions each year for about 1,200 health plans, which makes it larger than Merck's Merck-Medco Managed Care LLC, the next largest competitor.
Rite Aid, which operates about 3,900 pharmacies in the U.S., will fold its own pharmacy benefits manager unit, Eagle Managed Care, into PCS. Grass said he expected the combined unit to find $75 million in savings during the next year.
Grass said PCS will continue to operate as an independent unit, with Jean-Pierre Millon, its current president and chief executive, staying on. PCS is based in Scottsdale, Arizona, and has operations in Fort Worth, Texas. Rite Aid expects the purchase to add between 1 cent and 3 cents to its earnings in the first year. Rite Aid and Lilly have negotiated over PCS since the summer, when Rite Aid approached Lilly, which was operating PCS as an independent unit.
Rite Aid said it expects to finance the purchase with shares or other securities.
Failed Health Reforms
Lilly, Merck and SmithKline bought their pharmacy benefit businesses in the hopes they could guarantee a market for their drugs to health plans. However, the U.S. Federal Trade Commission barred the companies from favoring their own drugs at the expense of rivals.
When Lilly purchased PCS in 1994, drugmakers were concerned that President Clinton's proposed reform of the U.S. health care system would cause their profits to fall as managed care companies looked to lower prescription costs. In the end, the Clinton health plan died in Congress. ''Managed care has been mainly benign to the pharmaceutical industry,'' said Sidney Taurel, Lilly's president and chief executive. ''There are less restrictions than what we were expecting at the time.''
After Lilly purchased PCS, the FTC imposed restrictions on how much information the two companies could share. Grass said PCS and Rite Aid would have a similar arrangement, with each having a separate computer system.
J.P. Morgan is arranging the $1.5 billion interim bank loan to finance the transaction before the stock issue. Goldman, Sachs & Co. advised Rite Aid, while Merrill Lynch advised Lilly.
--Christopher Elser in the Princeton newsroom (609) 279-4107 and |