BofA Merrill Lynch acted as Walgreens Boots Alliance's financial adviser, with Sidley Austin LLP acting as its legal counsel on transaction legal matters and Weil, Gotshal & Manges LLP acting as its legal counsel on antitrust regulatory matters. For Rite Aid, Citi acted as exclusive financial adviser, with Skadden, Arps, Slate, Meagher & Flom LLP acting as Rite Aid's legal counsel on transaction legal matters and Jones Day acting as its legal counsel on antitrust regulatory matters.

A.T. Kearney served as a strategic advisor to Bloom and the Fred's board of directors and provided financial and operational diligence related to the transaction. BofA Merrill Lynch and Regions Bank have committed to provide financing to Fred's Pharmacy. Peter J. Solomon Co. LLC provided a fairness opinion to the Fred's board in connection with the transaction.

CAMP HILL, PA—As part of a push to to satisfy antitrust concerns over its pending merger with Walgreens Boots Alliance, Rite Aid Corp. said Tuesday it would sell 865 stores to Fred's Pharmacy. The $950-million all-cash deal is subject to Federal Trade Commission approval.

For Memphis-based Fred's, the acquisition will “accelerate our healthcare growth strategy,” says CEO Michael K. Bloom. It will make Fred's the third-largest drug store chain in the US, giving it an especially prominent presence in the South and on both coasts. “We look forward to realizing the considerable benefits this transaction will bring to our customers, patients, payors, supplier partners, team members and shareholders.”

Specific locations of the stores to be divested will be announced upon FTC approval of the Walgreens/Rite Aid merger. Fred's expects to continue employing all store associates as well as certain field and regional associates related to the 865-store portfolio.

Under terms of the agreement, Fred's will continue to operate the stores under the Rite Aid banner during a transition period. If the FTC requires divestiture of more locations above and beyond the 865 Fred's is buying, the purchase agreement requires Fred's to buy those as well.

BofA Merrill Lynch acted as Walgreens Boots Alliance's financial adviser, with Sidley Austin LLP acting as its legal counsel on transaction legal matters and Weil, Gotshal & Manges LLP acting as its legal counsel on antitrust regulatory matters. For Rite Aid, Citi acted as exclusive financial adviser, with Skadden, Arps, Slate, Meagher & Flom LLP acting as Rite Aid's legal counsel on transaction legal matters and Jones Day acting as its legal counsel on antitrust regulatory matters.

A.T. Kearney served as a strategic advisor to Bloom and the Fred's board of directors and provided financial and operational diligence related to the transaction. BofA Merrill Lynch and Regions Bank have committed to provide financing to Fred's Pharmacy. Peter J. Solomon Co. LLC provided a fairness opinion to the Fred's board in connection with the transaction.