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Exhibit 99.1
AmeriSource Announces Plans to Issue Convertible Subordinated Notes
VALLEY FORGE, PENNSYLVANIA - December 4, 2000 - AmeriSource Health
Corporation today announced plans to issue $200 million of Convertible
Subordinated Notes due 2007. Interest on the notes will be paid semi-annually
and the notes will be convertible into Class A Common Stock of the Company. The
Company may also issue up to an additional $50.0 million of the notes pursuant
to an option that may be granted to the initial purchasers. The Company intends
to use the net proceeds from the sale of the notes to repay existing borrowings,
and for working capital and other general corporate purposes. The notes will
provide longer term, fixed rate debt at a lower cost than existing debt. The
notes are being issued in a private placement and are expected to be resold by
the initial purchasers to qualified institutional buyers under Rule 144A of the
Securities Act of 1933.
The notes and the common stock issuable upon conversion of the notes have
not been registered under the Securities Act and may not be offered or sold in
the United States absent registration or an applicable exemption from the
registration requirements. This does not constitute an offer to sell or the
solicitation of an offer to buy any security in any jurisdiction in which such
offer or sale would be unlawful.
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Certain information contained in this press release includes
forward-looking statements (as defined in Section 27A of the Securities Act and
Section 21E of the Exchange Act) that reflect the Company's current views with
respect to future events and financial performance. Certain factors such as
competitive pressures, success of restructuring or systems initiatives, market
interest rates, regulatory changes, continued industry consolidation, changes in
customer mix, changes in pharmaceutical manufacturers' pricing and distribution
policies, changes in U.S. government policies, customer insolvencies, the loss
of one or more key customer or supplier relationships and other matters
contained in the Company's 10-K for fiscal year 1999 and other public documents
could cause actual results to differ materially from those in the
forward-looking statements. The Company assumes no obligation to update the
matters discussed in this press release.
