AND EXCHANGE COMMISSION
to Section 13 or 15(d) of the Securities Exchange Act of
Report (Date of earliest event reported): June 5, 2006
name of registrant as specified in its charter)
Wilmot Road, Deerfield, Illinois
of principal executive offices)
telephone number, including area code: (847) 940-2500
name or former address, if changed since last report)
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
communications pursuant to Rule 425 under the Securities Act
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
communications pursuant to Rule 14d-2(b) under the Exchange Act
communications pursuant to Rule 13e-4(c) under the Exchange Act
8.01. OTHER EVENTS.
5, 2006, Walgreen Co. issued a press release announcing that the
Happy Harry’s pharmacy chain has agreed to a merger with Walgreen Co.
in this press release, which is filed as Exhibit 99.1 to this Form
incorporated herein by reference.
9.01. FINANCIAL STATEMENTS AND EXHIBITS.
following exhibit is being filed as part of this Form
by Walgreen Co., dated June 5, 2006
to the requirements of the Securities Exchange Act of 1934, the registrant
duly caused this report to be signed on its behalf by the undersigned hereunto
Senior Vice President and Chief Financial
(Principal Financial Officer)
Co. Corporate Communications
Deerfield, Ill. 60015
Polzin of Walgreens,
Levin of Happy Harry's, (302) 366-0335
HARRY’S PHARMACY CHAIN TO MERGE WITH WALGREENS
Ill. - Walgreen Co. (NYSE, NASDAQ: WAG) Chairman and CEO Dave Bernauer and
Harry’s Inc. Chairman and CEO Alan Levin today announced that Delaware-based
Happy Harry’s pharmacy chain has agreed to a merger with Walgreens. Financial
terms of the agreement weren’t disclosed.
transaction includes all 76 Happy Harry’s stores in Delaware, Pennsylvania,
Maryland and New Jersey, and the corporate office and distribution center
Harry’s is one of the strongest regional chains in the drugstore industry with
great following in a market where we have little presence," said Bernauer.
brand reputation and market share are a great base from which to build our
presence there. These stores are performing well and will benefit us right
father Harry Levin founded Happy Harry’s in 1962, said, "My father would be
proud of the accomplishments we’ve made and very pleased with today’s
announcement. He always believed, as do I, in putting our customers and
employees first, and so does Walgreens."
subject to regulatory approval and is expected to close this summer. Afterward,
Levin will continue working with Walgreens. "I’m excited by the opportunities
this merger presents for both the employees of Happy Harry’s and our customers,"
growth has been and will continue to be Walgreens primary growth vehicle.
the last 10 years, Walgreens has opened more than 3,800 new locations while
acquiring and operating fewer than 30 retail drugstores. "Retail
acquisitions are rare for us, but Happy Harry’s presented a unique opportunity
and is a solid strategic fit," said Bernauer. This is Walgreens largest
acquisition since 1986, when it purchased the 66-store Medi Mart chain in
vice president of store operation
Grilli, who will lead the integration of the new stores, said, "Happy Harry’s
customers will see the same service levels and same employees in the stores.
Their knowledge of their customers and markets will be invaluable.
keep the name and look of the stores the same, while over time evaluating
benefits of incorporating or substituting the Walgreens name," added Grilli.
"The only exceptions to this are the eight stores in Pennsylvania, where
decision has already been made to convert the stores to the Walgreens name
because of our stronger branding there."
also recognizes the relationships Happy Harry’s has built with many Delaware
community organizations. "Our companies have similar histories," said Bernauer.
"They’re family-founded with a family name and family involvement. Being part of
the community is another common value we share, and we look forward to Alan
continuing to direct that involvement in the region."
expects to continue accepting all prescription insurance plans currently
by Happy Harry’s after the transaction closes. Once Happy Harry’s pharmacy
patients are part of Walgreens Intercom Plus pharmacy computer system, they
have their prescriptions accessed and filled at any of the more than 5,200
is the nation's largest drugstore chain with fiscal 2005 sales of $42.2 billion.
The company operates 5,251 stores in 45 states and Puerto Rico. Walgreens
provides additional services to pharmacy patients and prescription drug and
medical plans through Walgreens Health Services, its managed care division,
which includes Walgreens Health Initiatives Inc. (a pharmacy benefits manager),
Walgreens Mail Service Inc., Walgreens Home Care Inc. and Walgreens Specialty
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