Celesio Mckesson Business Combination Agreement

Mr. Hammergren added: “We look forward to working with Celesio`s management team and employees to enable our customers to more effectively deliver healthcare products and services around the world. Our customers – from community pharmacies to large hospital networks – will benefit from the increased size, know-how and purchasing capabilities of the combined company, as well as improved access to innovative technology and business services. McKesson has also entered into a business combination agreement with Celesio that sets out the key parameters that will facilitate the merger of the two companies and that have been approved by Celesio`s Board of Directors and Supervisory Board. Celesio`s Board of Directors and Supervisory Board welcome the takeover offer and the members of the Board of Directors intend to accept the tender offer of the Celesio shares they held. Celesio`s operating activities are part of the McKesson Distribution Solutions segment, led by Paul C. Julian, Executive Vice President and Group President: “We look forward to welcoming Celesio`s management team and people. McKesson and Celesio share a culture of respect for our customers and the employees who mentor them on a daily basis. McKesson and Celesio executives have built relationships with their clients for many years and have a deep understanding of their own unique markets. We look forward to helping Celesio and its leaders implement their current growth strategy and ultimately steering our organizations into areas where we can bring additional value to our customers and manufacturing partners. McKesson helps clients improve their financial, operational and clinical performance through solutions that include pharmaceutical and medical-surgical care management, healthcare information technology, and professional and clinical services. McKesson expects the transaction to be between $1.00 and $US 1.20 in adjusted earnings per share in the first twelve months following the successful closing of the acquisition offers. The estimated margin for improvement is that McKesson owns 100% of Celesio`s shares at the time of the opacities. The final range of offers depends on the actual outcome of the takeover bids, the sustainable financing structure and the company`s estimated operating results. San Francisco & Stuttgart, Germany – McKesson Corporation [NYSE: MCK] (“McKesson”), a leading North American healthcare and information technology company, and Celesio AG [ISIN DE000CLS1001] (“Celesio”), a leading international mass and retail company, as well as logistics and service providers in the pharmaceutical and healthcare industries, today announced that McKesson has entered into an agreement to acquire a stake majority signed celesio for €23 per share and the introduction of a parallel voluntary participation.

takeover bids for the remaining listed shares and outstanding convertible bonds of Celesio. . . . . . .

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