Cencora, Inc. (NYSE: COR), a global leader in pharmaceutical solutions, today announced it has entered into a definitive agreement to acquire Retina Consultants of America (RCA), a leading management services organization (MSO) for retina specialists, from Webster Equity Partners. The acquisition, valued at approximately $4.6 billion in cash, will enhance Cencora’s position in the specialty healthcare space and broaden its relationships with community providers.
Strengthening Specialty Leadership and Expanding Access
“The acquisition of RCA allows Cencora to expand our leadership in specialty care and deepen relationships with community providers in a high-growth segment,” said Bob Mauch, President and CEO of Cencora. “RCA’s impressive leadership, strong clinical research capabilities, and physician value proposition position them at the forefront of retinal care. We plan to leverage our operational infrastructure to help RCA drive innovation, enhance provider experiences, and deliver better patient outcomes. This acquisition, following our investment in OneOncology, enhances our MSO solutions and creates significant value for manufacturers, providers, and patients.”
Expanding RCA’s Growth with Cencora’s Support
RCA operates one of the nation’s largest networks of retina specialists, with nearly 300 physicians across 23 states providing care to patients and conducting over 2 million visits annually. With Cencora’s backing, RCA aims to accelerate its growth and continue enhancing the quality of care it provides.
“We are excited to partner with Cencora as we enter our next phase of growth,” said Robby Grabow, CEO of RCA. “With additional resources and support, we are well-positioned to expand our physician network and continue delivering high-quality retina care to more patients.”
Dr. David Brown, Co-Chair of RCA’s Medical Leadership Board, added, “Joining Cencora will help us further our mission of saving sight and improving lives through innovation. Our cultural alignment and shared focus on advancing retina care will unlock new opportunities for patients and providers alike.”
Key Strategic Benefits of the Transaction
The acquisition of RCA aligns with Cencora’s key strategic imperatives, bringing several benefits to the company and its stakeholders:
- Leadership in Community Providers: RCA is a trusted leader in the retina care space, offering high-quality care through its expansive network of retina specialists across the U.S. This acquisition will further enhance Cencora’s relationships with community-based providers.
- Expansion of Specialty Capabilities: As the healthcare landscape evolves, providers increasingly seek partners who can help manage their practices while maintaining autonomy and a patient-centric approach. Adding RCA strengthens Cencora’s specialty capabilities, expands its MSO business, and creates more value for physicians and manufacturers.
- Investment in Innovation: RCA is known for its strong clinical research program, which includes 40 clinical trial sites and 400 full-time research employees. Cencora plans to leverage its suite of manufacturer services to enhance RCA’s research capabilities, helping to improve patient outcomes and maintain its position as a preferred partner in retinal care.
Transaction Details
Cencora will acquire RCA for $4.6 billion in cash, subject to working capital and net-debt adjustments. RCA’s management, physicians, and affiliated practices will retain a minority interest in the company, with Cencora holding an 85% ownership stake upon closing. Additionally, Cencora could pay up to $500 million in contingent consideration in fiscal years 2027 and 2028, contingent on meeting specific business milestones.
The transaction is subject to customary closing conditions, including regulatory approvals. Cencora expects the acquisition to be accretive to its adjusted diluted EPS by approximately $0.35 in the first twelve months following the deal’s close. The company plans to fund the transaction using a combination of existing cash and new debt financing.
Looking Ahead
“We remain committed to maintaining our strong investment-grade credit rating and will prioritize de-leveraging in the years following the transaction’s close,” said Jim Cleary, EVP and CFO of Cencora.
Cencora’s fiscal year 2025 guidance does not currently account for the RCA acquisition but will incorporate its impact following the close of the transaction.
Advisors
Lazard is acting as the exclusive financial advisor to Cencora, while Freshfields LLP, Sidley Austin LLP, and Morgan, Lewis & Bockius LLP are serving as its legal advisors. Goldman Sachs & Co. LLC and Rothschild & Co. are serving as financial advisors to RCA, with Goodwin Procter LLP and ReedSmith LLP providing legal counsel.
About Cencora
Cencora is a global pharmaceutical solutions organization dedicated to improving the health of people and animals worldwide. Cencora partners with pharmaceutical innovators across the value chain to optimize market access and facilitate the delivery of therapies. The company’s 46,000+ team members contribute to positive health outcomes, and Cencora is ranked #10 on the Fortune 500 and #24 on the Global Fortune 500, with more than $290 billion in annual revenue.
